Spider-Man: Hero Academia
by Timelord2024
Summary: After an encounter with one of the Infinity Stones, Spider-Man finds himself placed in a new world of superheroes. Mysteriously, he becomes enrolled in U.A, a high school created for teaching upcoming heroes. When he discovers the Infinity Stones have become lost In this world, somehow still retaining their power, he must find them before his new friends get caught in the crossfire
1. Rookie (Part 1)

In response to a powerful blow, the arachnid hero skid backwards 2 or so yards, his fingers dragging against the concrete street to slow down. The move nearly ripped his red and blue costume, being only fabric-based materials. He held the right side of his chest with his hand, trying to numb the pain with pressure. Through his mask, no one could see how hard he was sweating unless they looked closely as it bled through. Still, despite what he faced he kept his ground and stood tall, his arms in an L position parallel to his waist.  
In front of him stood a tall and dangerous foe. The large man was well built, standing at 6 or so feet. His skin was a shade of leaf green, with his ears pointed up. He wore a body suit that covered only his torso and lower area. Veins showed from his muscles, which had grown to an unhealthy size. His shoulders shot fire into the air, as his palms held some in a ball shape.

This was not how he wanted to start his morning.

"Come on, Gobby!" Shouted the arachnid hero, "Can't we take the day off from being mortal enemies? I've got a science test that I need to pass and If I miss it, that'll ruin my whole schedule."  
"Always the talker, aren't you Spider-Man?" Said the monster, "Unfortunately, I'm not here for you."  
"Aw what?" Spider-Man whined, "You're cheating on me? Don't tell me there's a ! Who would want to marry your ugly mug, much less spend a night?"

His taunts angered the Goblin as he charged forward with flames in hand. As he through his fist forward, Spider-Man jumped into the air, keeping his hands on the Goblins arm. However, even as the ringing in his head shot off, Goblin quickly turned and kicked him away, sending him crashing into a truck and denting its side. Gravity sent him to all fours, coughing from the impact. Goblin began to approach him again.

Spider-Man coughed, "This is-* _cough*_ clearly becoming an abusive relationship, and I want a divorce!"  
Goblin slams his fist down, which Spider-Man manages to catch with both hands. The pressure built by Goblins strength caused the ground beneath the hero to crack and faulter. He could have easily swatted him with his free hand, but the monster wanted to play with the bug.  
"You honestly think you can keep this up forever?!" Goblin taunted.

"You honestly think you can keep this up forever?!" Spider-Man mimicked, deepening his voice.

Just as Goblin was to swat him away, a light peered brightly on the two combatants. The lights source was a ship hovering just above them, a massive A painted on the side. Goblin looked back at the ship and smiled, throwing Spider-Man to the side with a thud.

The hanger door for the ship opened, and a costumed hero stepped out of it. It was a man dressed in military clothing, color coded of the American flag. On his left arm was a circular shield, with the flags design and symbol adapted on the surface.  
From above the ship flew in two figures. One wore old fashioned armor plating, and a hammer swung in his hands. The other was completely covered in red and yellow armor, with jets blasting from his boots to keep him in the air.

"Finally," Goblin said, holding his arms out, "The Avengers. I've been waiting for you."

 **Spider-Man Academia**

 **Chapter 1: Rookie (Part 1)**

"It took a lot just to get your attention, but it seems like it paid off."

A crowd had gathered, though they kept their distance from the super powered fighters. The battle between Goblin and Spider-Man had been raging throughout time square, the busiest part of New York in terms of people passing through. However, now most of the area was empty, closed in by blocks of people. Tables and vehicles were abandoned when the monster showed up to cause chaos.

It took the Avengers 10 minutes to respond, while it only took the arachnid 5.

Spider-Man got to his feet, holding one of his knees as it had been scrapped, and bleeding. He felt a lot more comfortable with the situation now that the Avengers had arrived. He figured they would, with the scene Goblin was causing. Still, any longer and he would have been hurt a lot worse.

"Kid, you alright?" The man in full armor spoke, calling out to the young hero.

"Yeah! I'm good! Thanks Mr. Stark!" He shouted back, giving a thumbs up.

He was thankful. With the Avengers arrival, this should go a lot smoother. Had he continued to fight alone, he would most definitely have been late to school, missing the morning bell. He had been on his way there when the destruction had started, and he always kept his suit close to him. He just hadn't expected it to be _him._

Though he joked a lot, it was hard for him to keep his cool around this monster of a man.

With a sinister grin, the Goblin rushed forward for the man of Iron. As the tingling in Spider-Mans brain went off, he quickly pressed his two center fingers against his palm. Out of his wrist shot a sticky substance, that stuck to the villains back. His motion was immediately stopped as the hero with the shield came in and wacked him across the face. The Goblin was then tackled by Stark and pinned to the ground.  
"Anything you got to say, pal?" Stark said, pinning him down with his incredible armor.

The beast only smiled, "Captain America, Thor and Iron Man. I know everything I need to know about each of you. You're strengths, your weaknesses. Including," He opened his palm, "The temperature limit of your armor!"  
Fire released in a fury of chaos, hitting Iron Man at point blank. His armor heated up, causing him to sweat from the inside. Using his jet boots, he immediately retreated from his position and landed a few yards away.  
"Fowl beast!" Thor shouted, swinging his hammer around, "I have slain stronger men than yourself! Have at thee!"  
From his hammer shot a bolt of lightning, crackling through the streets. However, Goblin dodged the attack with barely a scratch. He moved so fast, anyone who blinked couldn't see him until he was gone from the spot. Thor didn't have time to react as the monster's fist collided with his head, sending him far from the jet.  
"Now's my chance!" Said Goblin, as he hopped onto the jets door and climbed inside.

"What's he doing?!" Shouted Iron Man, as the jet doors closed.

The green monster climbed into the pilot seat and started pushing buttons, pulling the seat forward. Images appeared on a holographic screen, and a list of locations popped up. Just as he was about to select one, the ship started to tip in several directions, as is shook all around him. Just outside, Iron Man was attempting to blast the door open, but it had no effect.  
"You fools fell right for my trap!" Goblin said, punching in a set of coordinates, "Goodbye for now, Avengers."  
As the ship tried to take off, Spider-Man shot a web at the back of the engine. There was no way that he would allow the monster to escape again. He couldn't allow him to win over the heroes over and over. Spider-Man pulled with everything he had, but the ship started to lift him up with him. His eyes went wide when he realized his feet were no longer on the ground, "Mr. Stark!" He called out.  
"I got you kid!" Iron Man flew up and wrapped his arms around Spider-Mans torso, attempting to fly backwards and pull both him and the ship down, "Thor! Push from the front!" Iron Man shouted.

Thor swung his hammer and flew to the front of the ship, landing on the front window hammer first. The glass however did not break, or even crack. Still, he attempted to fly forward and push on the ship. It had begun to float closer to the ground the more effort the heroes put in. Inside the ship, the alarms were going off as Goblin struggled to push the right buttons. One button was covered in a glass case, which quickly caught his eye. Removing the glass, he read the inscription and quickly pushed the button. Suddenly, the ship took off at high speeds, knocking Thor out of the way. The sudden momentum caused Spider-Man to release his web, and nearly fall to the ground before being caught by Iron Man.

Finally, the wind stopped, and the air was clear. Spider-Man stood and looked around at the destruction he helped create, and he couldn't help but feel guilty. His fists clenched, suddenly dropping his usual campy attitude and diving into his own personal thoughts. Had he only been faster and stronger, he could have helped to subdue toe Goblin. Instead, he stood by and watched as Earths Mightiest Heroes fought a battle that was his alone to finish. And once again, the monster escaped his grasp.  
"Kid," Said Iron Man, walking up to him and removing his face plate, revealing the man underneath, "We're going to call for another jet. Till it gets here, I need you to tell me everything you know about that monster. We need to know what we're up against."

That monster, he called it. The sad thing was that he _was_ a monster, just not in the traditional sense. The man under the beast plagued the boy under the mask. In a way, they created each other. So, anything he does becomes the young hero's responsibility.  
"Kid, you listening?" Stark said again.

Spider-Mans attitude returned in an instant, "Who, Gobby? Rich guy turned crazy monster, annoying, likes fire. Definitely don't wanna sing campfire songs around him."

"Kid, this is series. He stole the Quinjet for who knows why. Does he have any weaknesses?"  
Spider-Man relaxed his muscles, putting his jokes on hold, "Energy. Probably Thors hammer and thunder would do the trick best. But he's got enhanced speed and strength, in a fist fight, Cap might be the best."  
"So we just have to get in close," Captain America approached them, putting his shield on his back, "We can't let him get the mobile advantage. If I can keep him cornered, Thor can deliver a thunder strike."  
"Indeed!" Thor flew down to greet them, "We must find this beast and smite him before he hurts anyone else-"

"That _beast,"_ Spider-Man interrupted, "Is also a very smart individual. Whatever he's planning required the Quinjet, that's why he drew you out."

It was clear Spider-Mans connection with the Green Goblin was very personal, otherwise he wouldn't so easily drop his carefree attitude. There was something about the beast that got under the young hero's skin, and boiled his radioactive blood. He was tired of losing to the Goblin over and over again; every time they faced, Goblin always either got away or nearly beat him to death. He couldn't let him win this time, not with the Avengers involved, "We need to follow him, and stop him before he does whatever he's planning. He has access to the Quinjet and whatever may be on it, and that's dangerous in his hands."  
"I get it kid," Stark said, "But its best to let the Avengers handle this. Taking down monsters is what we do best-"  
"I have to go with you!" Spider-Man shouted, surprising his mentor greatly, "He's my responsibility, Mr. Stark! I need to help you stop him!"  
Stark sighed and looked intently at the young hero, "Peter," he said, addressing him by his true name, "This will be dangerous. We don't know where he may be going. Wherever we end up, we may end up facing more than just him. Are you sure you're up for that?"

Without a second of hesitation, he nodded.

Stark tried to stare him down, but it had no effect. Spider-Man was young and stubborn, much like how he was years ago. Even now, Stark considers himself quite stubborn in any situation. So, he knew nothing was going to stop Spider-Man. He'd likely just find his own way to Goblin without them. This way, at least he can keep him safe.  
"If we're gonna do this," Stark pressed a few buttons a holographic keyboard projected from his arm "You're gonna need some leverage."  
A boom erupted from the sky, and Spider-Man felt the tingling in his head again. He took a step forward just as a small pod landed right behind him. The pod was no bigger than a bowling pin, but it sill managed to crack and pierce the ground. The pod opened, and inside it was a red watch, with a single button on the side of it. Slowly, Spider-Man picked the watch up and held it close enough for him to see clearly.  
"Put that on, and don't use it until I say so. Ok?"  
Spider-Man turned to face him, carefully strapping the watch tightly onto his wrist, "Let's get going."  
Following the arrival of the pod, a new ship hovered out of the sky. It was nearly identical to the Quinjet, minus a few paint details. The back door opened and touched the ground, only barely. Thor and Captain America were the first to enter. Spider-Man followed Stark closely, looking back at the damaged street as the door closed.  
' _I really should have gone to school today',_ Peter thought, as the ship took off at high speeds.

 **END OF PART 1**


	2. Rookie (Part 2)

The ship cut through the clouds like a knife through butter. It caused a boom as it roared under the moon light. It had been at least two hours since the take-off, but it wasn't a time to rest. Peter sat with his mask off, resting his back against the wall of the jet. Thor had been standing in the other corner with his arms crossed, possibly psyching himself up for the coming battle. Captain America had been piloting the ship, while Iron Man was checking the contents of his armor. Everyone looked like they had done this a hundred times before.  
He felt so out of place

This wasn't the kind of world that he was used to, but its one that he needed to dabble in. Without his mask, Peters fear showed on his face. Holding his mask, he could see his well-cut brunette hair through the reflection of the eyes. His blue eyes shined parallel to the lenses, almost symbolically. Even with his powers, there are still things in the world that he greatly fears. The Goblin is among this great fear, always making him twitch in worry. Every time they've fought, he's barely escaped with his life.  
' _I can't let him win this time',_ Peter thought, ' _This is my fault after all. I need to be the one to fix this, right?'  
_ His gaze moved to Iron Man, who was putting his armor back on, fully calibrated, ' _Everyone looks so ready to do this. But not me, I know what's coming our way. I know who the monster is and what he's capable of. That's why I need to do this.'  
_ Though he tried to convince himself this was right, of course he had doubts. His fear told him to run away and take that science test that he missed. But he can't, because no matter what he feels, he must follow his gut.

"We're here," Said Captain America, "This is where the other Quinjets tracker is transmitting from."

The ship came into view of a large complex, surrounded by rock and desert. It held the appearance of a highly fortified prison, hidden in plain sight. It consisted of 3 main complexes, with smaller warehouses scattered all about. It was hard to see this late at night, being most of the colors matched that of the landscape surrounding it. All Peter knew was that this place was a covert S.H.I.E.L.D operated prison for super powered individuals. The Avengers couldn't tell him much else beyond that. He didn't even know where they were, they wouldn't tell him.  
Cap clicked on the mic sticking out of the control console, and spoke into it, "This is Captain America of the Avengers, piloting Quinjet-5, requesting permission to land, over."  
There was no answer for quite some time, so Cap tried again.

"I repeat, this is Steve Rogers, alias Captain America of the Avengers. I request permission to land, over."

Still no answer.

"Something's off," Said Stark, "They would have answered by now."

Peter stood from his spot and moved toward the pilot seat curiously. It was likely Goblin had already infiltrated the prison. With a Quinjet, he could have gotten in without a fight.

Suddenly, the tingling feeling in his head returned. Colors in his vision shifted slightly, as he felt every molecule around him. He never always knew what it was trying to tell him, but for once he went with his gut. Grabbing the wheel of the pilot seat, he yanked it to the side and caused the ship to tilt drastically to the right. Just as it did, a massive missile flew by, clipping the wing of the jet and causing its balance to falter. Cap took the wheel back and flew the ship forward, just as missiles continued to fire."  
"Kid!" Stark shouted, "Use your Spider-Sense and tell us when to move, we're flying blind out here!"

"Got it!" he said, moving close to where Cap was sitting.

The ship dodged and weaved through the storm of missiles, each targeted at the same thing. They came in bundles of 3 or 4, spreading out the closer they came. "Left!" Peter shouted. Cap pulled the wheel to the left and the ship quickly turned, dodging a barrage of missiles.  
"Nice work kid," Cap said, "With attacks like this, it's likely the Goblin has gotten into the main control room. He could release all the prisoners kept there if he wanted. And that's bad news for us. Tony," he turned his head to face Stark, "We might need to call this in. Backup might benefit us."  
"Let's see what we're dealing with first," Said Tony, "He caught us by surprise earlier, but we're ready for him this time-"  
"Up!" Peter shouted.

With Cap distracted by the conversation, he didn't have enough time to pull the wheel up before the missile struck the bottom of the jet. A massive whole erupted in the back, sucking all the air out. Spider-Mans mask, having still been on the floor, flew out the window in a snap. The jets alarm sounded off with a blinking red light as they all hung on for as long as they could.  
"This thing is going down!" Cap said, standing up and grabbing the parachute hanging on the wall, "We've gotta jump!"  
Tony turned to Peter, "Kid, this is where it gets tough. Jump out and press the small button on your watch."  
"What?" He questioned, using his adhesive abilities to keep from falling out, "Why?"

"Trust me!" He said, flying out quickly after. Thor followed close behind him, almost eager to jump out as quickly as he could.  
Cap kept himself to the wall, leaning on it as he made his way to the hole in the ship, "Come on kid! We can't be in here when it crashes!"  
Cap jumped out, being pulled out by the wind. Peter crawled over to the hole as carefully as he could, and let the wind carry him out.

 **Spider-Man Academia**

 **Chapter 2: Rookie (Part 2)**

All he could see was a blur of colors as he fell from the sky. He twisted and turned in all directions, unable to regain his composure. His Spider-Sense was going off constantly, to the point where it began to form into a headache. The only thing he could focus on was his hands, and the watch strapped around his wrist. He tried to grab it, but the wind pushed his hand away, causing him to spin faster. The ground was coming up quickly, he needed to act fast. He curled his body up and grabbed the watch, pressing the button and quickly releasing it.  
Suddenly a small hole opened on top of the watch. Without any warning, something began to form around it. A type of metal started to compact and form from nothing. It formed around his wrist, creating a bracelet-like gadget. From there it started to form a different kind of material up his arm. It looked like fabric, but it felt like a flexible metal as It traveled up his arm. It reached his chest and traveled up his neck, wrapping around his chin and moving up his face. Instinctively, he closed his eyes as it covered them. He felt it travel down the rest of his body, completely covering him in the material. Opening his eyes, he looked out of the lenses now presented to him. He was able to see almost as clearly as if he wasn't wearing anything.  
A small ball of cloth suddenly shot out of his back, forming into a parachute and quickly pulling on his descent. He felt disoriented, but quickly regained his composure. He had to blink a few times to focus.  
As he floated down, he looked at his outfit. It was similar to what he was already wearing, but with several changes. The material itself was very different, feeling much stronger than normal fabric, and on his wrists rested metal bracelet-like gauntlets, likely an interpretation of his web shooters. The normal design of his chest was different, as the red of his suit ended at his chest, rather than his waist. Though there was a thin red line that connected the chest to the boots, as well as his shoulders to his gauntlets, though his hands were now blue. His spider emblem was bigger too, at least 3 times as much. The lenses on his eyes had a blue outline as rather than black, and his eyes were able to extend and retract depending on what he's looking at. His web lines remained on the red of the suit, a design he favored and was glad didn't change.  
He clenched his fists, feeling the fabric of the suit, "What is this?"  
" _Nano-Tech, you like it?"_ Tony's voice rang in his mask, possibly an ear-piece he had installed, " _It fits to your liking, so as you get older, it'll grow with you. The Nano-Bots are made of Vibranium too, strongest metal on earth. I took the liberty of making a fresh new design, a sort of twist on your normal outfit. What do you think?"  
_ "What do I think?" Spider-Man said with a smile, "I think you have too much time on your hands! But I'll admit, it's amazing! What can It do?"  
" _You'll figure that out with time. It'll serve as extra protection and that's what matters. Land near the entrance, we'll meet you there."  
_ "Copy that!"

Grabbing the straps of the parachute, he shifted his momentum toward the entrance of the prison, landing carefully on the other side of the gate. The parachute retracted perfectly into his suit, leaving no trace of any opening for it to appear. Its likely the fabric of the parachute was Nano-Tech as well. Finally, on the ground, he took a moment to admire his new suit in a nearby window reflection. The new design was slim and comfortable, Tony clearly put some thought into it.  
The Avengers approached him, having landed only a moment before him, "You look good, kid," Said Iron Man "We're gonna split up and search the facility. At the first sign of trouble, call us and we'll come running. Same goes for everyone else."  
"Let's get moving before he gets away," Cap said, pulling out his shield and walking in a random direction.  
"Whoever finds the beast claims right to smite him," Said Thor as he flew away.

"Kid," Tony addressed him, "Don't fight alone."  
With that, he flew away, leaving the arachnid hero alone.

The state of being he was used to.

His mind wandered as he walked through the empty facility. It was likely that Goblin had taken out many of the personnel upon his arrival. He just hoped that no one was dead, or that would be more blood on his hands. He swung through the complex on his web, entering a weapons facility. It was dark inside, the only lights coming from tubes that held different weapons. Every weapon was unique, so they were likely confiscated from the villains they imprisoned.  
"Its way too dark in here," he said. As if on voice command, his lenses lit up in a sky-blue color. From his view, his sight had been switched to night vision. Now, he could see every detail of the area around him, "Geez, you really overdid it Mr. Stark," he grinned.  
He appreciated that Tony would go through this much effort for him. He's always been a sort of mentor to him, teaching him new tricks and lessons. He never admitted it, but sometimes he saw him as a good father figure. Though, he only doubts it because he rarely sees him. Tony is an Avenger, after all. He has to protect the world. He has so much respect from the people, everyone loves him. But things are different for Spider-Man. The city of New York hates him and would rather hang him than give him a trophy. The News always portrays him as a villain, but all he ever does it help people.  
His spider-sense tingled again, causing him to take his surroundings more seriously. He heard footsteps, and the sound of a door opening somewhere down the hall. Quickly, he jumped to the ceiling, sticking to it with ease. He looked down the hall and saw the open door, a light shining out of it. It was bright enough to shut off his night vision. He began crawling, keeping his body close to the ceiling and his eyes on the door.  
 _'You won't get away again,'_ Peter thought.  
He crawled into the room, jumping to the darkest corner and observing the scene.

The Green Goblin stood before a massive tube, as he pressed buttons on the console below it. Inside the tube was a large golden glove, with 6 slots on the knuckles. Surrounding the room were 6 smaller tubes, each with a stone inside.

It was the Infinity Gauntlet.

"At the beginning of the universe, there was nothing," Goblin suddenly spoke aloud, "Then, the big bang created these six stones. The stones of Space, Reality, Power, Mind, Soul and Time. No one person can wield all 6 without the proper gear. That's where this gauntlet came into play. Once wielded by the mighty Thanos, destroyer of worlds. Now, it is within my grasp," He grinned, and turned around, "And you think you can stop me from taking it."

Spider-Man leapt down, keeping a defensive position, "I doubt those meaty hands of yours could even fit into that gauntlet."  
"I'm surprised you followed me all the way her, wall crawler," Goblin smirked, "Perhaps you're more capable then I thought."  
"No wonder you stole the Quinjet. You wanted the coordinates to one of S.H.I.E.L.D's prisons for super powered beings, just so you grab the Infinity Gauntlet."

"You're as perceptive as a squirrel finding an acorn. You can only see what's on the surface. S.H.I.E.L.D. and the Avengers decided to keep the most powerful weapon in the universe, inside a prison such as this one. Someone was bound to steal it eventually."  
"And that just gives you the right, does it? Is that how things work in that twisted head of yours?" He mocked.

Goblin clenched his fists, "Yes."

He swung his arm forward, causing a ring of fire to emerge. Spider-Man jumped quickly over the flames as they struck the 6 tubes containing the infinity stones. Each one broke, sending the stones to the ground. The closest ones to the Goblin were that of Power and Space. As Spider-Man landed on his feet, he shot a web to the wall behind his enemy and pulled himself forward. Quickly he threw a punch to his jaw, fallowing it up with a backflip kick. As he tried to rush forward with both fists, Goblin caught them and threw him into the air. Spider-Man stuck to the ceiling, then leapt back down. As he came in for a punch, the gauntlet on his wrist suddenly started glowing sky blue. As his fist collided, it released an energy wave that pushed a great amount of force on Goblin, causing the ground below them to crack as he fell to his knees.  
Spider-Man recovered, examining his arm, "A kinetic energy holder? That's what these are? Oh Mr. Stark, you are awesome!" he took a stance, "Come on! What else you got?!"  
Wiping the blood off his face, Goblin stood up again, reaching behind him and grabbing the Infinity Gauntlet from it's case. Just as he managed to slip it onto his hand, Spider-Man kicked him from behind, sending him stumbling. Goblin threw a hook punch, but Spider-Man ducked under and send a punch to his elbow. His arm felt tingly and numb for a moment, before he quickly recovered and struck again. Spider-Man backflipped away and landed his feet on the nearby wall. He pushed off toward Goblin, but he was quickly swatted away by the Infinity Gauntlet. He stumbled to the side, barely regaining his stance.  
With a moment of freedom, Goblin reached down and grabbed the Space stone, placing it into one of the gauntlets slots.  
"One down," he said, "Five to go."

"You won't be getting the others, Goblin! They aren't for sale!"

A set of footsteps caught his attention, and Spider-Man quickly looked behind him. It was the Avengers, coming to his aid, "Kid! I told you to call us!" Tony called out.

His spider-sense tingled in his head, and he turned forward to see Goblin coming his way, and fast. The Avengers were going to be hurt if he didn't stop his attack. Without thinking, he ran forward.

"Kid, no!" Tony shouted again, attempting to fly forward to stop him.

' _I'm sorry, Mr. Stark,'_ Peter thought, _'But he exists because of me. I have to be the one to stop him. Right here!"_

Spider-Man leapt forward.

 _'_ _I'll send him to a place he can never escape from, ever again!'_

"Osborn!" he shouted.

"Parker!" Goblin shouted.

Spider-Mans fist collided with the Infinity Gauntlet, and a massive explosion resulted. Massive puffs of purple smoke emitted from the scene, as the entire room was overtaken with light. The blast send the Avengers flying back through the door, knocked to the ground. Iron Man took the hardest fall as he was the closest, landing with a clank.  
Tony stood on one knee, looking into the smoke, "Kid!" he called out, "Peter!"

When the smoke cleared, nothing remained. No monster, no hero, no stones. Just an empty room.

Iron Man entered the room with a heavy heart, his fists clenching, "Peter!" he shouted again. But there was nothing, no trace.  
"Tony," Cap approached, "The Goblin, he was wearing the Infinity Gauntlet, with the space stone."  
Tony perked up, a hint of hope in his eye, "With a single thought, he could be anywhere in the universe, or beyond"  
"So he isn't dead. Just relocated."

"Yeah," Tony looked forward, "But where?"

 **End of Part 2**

 **Spider-Man: Hero** **Academia**


	3. Far from home

In a burst of purple smoke, a red fist came flying out. Attached to it was the arachnid hero moving in a forward motion. As the smoke cleared, he found himself falling into a forward roll, smacking his back against the wall of a building. He grunted, letting his body collapse to the concrete ground. His vision was blurred by the sudden sunlight, and his new lenses had to adjust accordingly. When they finally did, he used his left hand and pushed on the wall to bring himself to his feet. It was only now his spider-sense finally stopped ringing, and he was able to have a moment of silence.  
He looked around and finally took into consideration that the scenery around him had changed. He was no longer at the S.H.I.E.L.D prison, and it was no longer nighttime. Now, he found himself in the alleyway of a city, during the middle of the day. He was shielded from the sunlight by the buildings, casting a dark shade into the alleyway. Overall though, it was clean with barely any trash on the ground.  
Spider-Man put a hand to his ear, attempting to turn on the wireless communications built into the mask, "Mr. Stark? Are you there?" He spoke clearly, but he received nothing but static as a response, "Tony, come in. Its Peter, where are you?"  
Still, there was nothing for him. Communications with the Avengers were down, so he couldn't expect help from them any time soon. However, what mattered now was finding out just where he ended up. He looked to the wall he crashed into earlier and started crawling up it with ease. He only needed to attach his finger tips to the wall to scale up it, showing that he had a great amount of strength in his palms. It didn't take him long to reach the top and stand where he could see the city.  
It didn't look like New York, as the buildings were designed very differently. Looking down into the streets, he hoped to get a better view of where he was based off the people and stores. It became clearer when he saw the signs pestered to the stores. The language written on them he could only guess was Japanese. The people walking in and out of the stores we're mostly Asian as well. Was he in Japan? How did he get all the way out here?  
But then it was obvious; When his fist collided with The Green Goblin, he had the space stone. That stone allows for travel to anywhere in the Universe. Why he ended up in Japan was a real mystery, but supposedly it could have been random.  
Then another thought crossed his mind.

' _Goblin_ ,' He thought, ' _If I'm here in Japan, where did HE end up? Is he somewhere in this city?'  
_ If he was, then that meant trouble for him, especially if he has one of the Infinity Stones. Without backup, fighting the Goblin would be difficult for him. Whether he admitted it or not, he was far stronger than him in every way. The Avengers had to locate him eventually, but he couldn't rely to heavily on that theory. So, for now, perhaps it was best to make the most of his situation. Going to Japan was something he always thought about doing, after all.  
He heard a loud crash in the distance, and a puff of smoke erupted into the sky. Peoples screams were immediately heard, as his spider-sense tingled. No matter what country he was in, hero business was the same. He knew what he needed to do, one way or another. Quickly he shot a web from his wrist and attached it to a building across the street. Once he jumped off the ledge, he began swinging down the streets, shooting off one web after another to keep his momentum.  
As he swung to the next corner, he released his web at the peak of his momentum and let gravity carry him the rest of the way. Landing, he perched himself on the nearest building wall and stuck there, observing the scene below. The civilians were running in a panic from whatever was inside the cloud of dust. It was tough to make out, but once the figure stepped out, he knew exactly who it was. Standing there, tall and proud, was a villain known as The Rhino. His build was tall and wide, but just small enough to fit into his rhino costume, which consisted of leather and metal plating.

' _The Rhino? What's he doing all the way in Japan?'_ He doubled back, _'Then again, I can say the same for myself. Either way, I better stop him'_

Leaping down to the surface level, he was just about to address the villain with a witty remark.

However, suddenly a massive tree branch flew past him, stretching and bending as it traveled. It grabbed the Rhinos leg and gripped it tightly. Though it tried to pull on him, Rhino easily broke it with a single stomp.  
"Damn!" A voice shouted behind him. Spider-Man turned around and observed the hero. It was someone wearing a skin tight dark blue suit, with brown armor on his joints and feet that looked strangely like the bark of a tree. His face was completely covered by a mask of the same material, his eyes being the only thing shown. Spider-Man watched as the branches retracted back into his arm, and he took a defensive position. Spider-Man had never heard of any super powered heroes in Japan, then again, he never bothered to do the research.  
With the arrival of the new super powered being, a crowd began to emerge. Rather than run away, people began to cheer and take pictures. Were they that confident that this hero would win against Rhino, Or, were they just being stupid?

"Hey! New guy!" The unknown hero shouted, "I don't know where you came from, but I can take it from here."

His over confidence was a turn-off for Peter. Was this how he sounded to other people? If it was, then it at least does the job of annoying them, "The Rhino is my problem, Groot. I've taken him down before and I can do it again-"  
His spider-sense went off, and on instinct he jumped into the air. Rhino came barreling down his direction, stopping just where he had jumped. The arachnid landed a few yards behind him, staying low to the ground.  
"Rhiny!" Spider-Man whined, "We were having a lovely conversation about your ugly mug!"

The Rhino turned around and faced Spider-Man, not so much as a grin on his face, "I'm not here for _you_ web-head! But I'm glad I get the chance to squash you!"  
"Like _that_ will happen any time soon!" He provoked.

With a loud snort and a puff of air, Rhino charged toward the hero again. Spider-Man quickly jumped right over him, landing just behind him and readying himself for an attack. However, The Rhino simply kept going in one direction, not bothering to slow his speed.  
"Hey! Where you going, big grey and stupid?! The fight is over here!"

The other hero moved next to him, a terrified look on his face, "He's heading to UA High! The students would be just arriving by now!"

A high school, of course he'd target a place as populated as that. No matter where he may be in the world, villains still target the innocent, "Well then, let's not waste time Groot!" A web shot from his wrist, and he slung himself into the air.  
The other hero shouted at him as he left, "My name is Kamui Woods!"

He swung ahead of the barreling villain and moved toward the school. The building was shaped like an H in its design. The wall separating the building complex from the street sat at roughly 24ft tall and stood a far distance from the actual building. It was clearly a well-funded school, meaning it likely was well populated. As he came closer, he saw students walking through the front gate, some already halfway to the building. They didn't notice the threat coming their way.  
"Incoming!" Spider-Man shouted, grabbing the attention of at least most of the students. Without warning he shot several webs from his free hand, attaching them to the backs of the teens. Yanking on the strands, the students were pulled up just as Rhino charged through, busting the sides of the gate with the horn on his head. Just as he passed, Spider-Man lowered the webs down and let the kids back onto the ground, "Get to safety!" he shouted, swinging off the branches of the trees in the complex.

He came closer to the building, reaching the fountain in the center of the clearing, standing there was a young boy, no older than 15. He stood out a bit, given his green hair and smaller body. In noticing the monster, the boy dropped his bag in a startled position. He looked to fiddle with himself, trying to figure out what to do. Rhino didn't care who was in his way, much less who would die. Shooting a web at Rhinos back, he pulled himself forward and flipped his body over, landing in front of Rhino. "Emergency stop!" He shouted, planting his feet firmly into the ground. The concrete broke as his feet dragged across them, leaving a trail of damage behind them. He tried grabbing the Rhinos horn and turning his head to divert his movement. As the vibrations of the struggle surged through them, the kinetic energy built up in the hero's gauntlets, glowing a bright blue within the seams.  
Finally the Rhinos movement stopped, just before the young boy, who stared at the arachnid in awe.

"Move, kid!" Spider-Man grunted, using his super strength to hold the villain back. The green haired boy moved from the spot, but he didn't go far. Instead he made his way to the tree and watched from a distance, pulling out a notebook excitingly.

"Out of my way, bug!" Rhino shouted, throwing his horn up and sending the arachnid flying into the air. As he came back down, he threw both fists against his head, releasing the kinetic energy from his gauntlets. The wave of power pinned Rhino to the ground, dazed for a moment.  
"Aw, is baby sleepy?" Spider-Man taunted, looking around to assess the area.

That's when he noticed a golden glow in the fountain.

He made his way over and stared down into the school fountain. Drowning in the water was a stone of pure gold, sparkling under the sunlight as it sliced through the liquid. He kneeled and reached in gently, treating the object like a fragile flower. Lifting it up, he brought it close to him as the water dripped to the ground.

It was an infinity stone.

"How did you get here, little fella'?" he asked aloud. He didn't remember Goblin grabbing the other stones. However, if the blast from their collision was big enough, it could have easily caught the stones as well.  
"There it is," Rhinos voice came behind the spider, his shadow towering over him. He turned around quickly and saw him standing tall, having quickly recovered, "I've been looking for one of those stone things."  
"Well you can buy them at your local jewelry shop. I'm sure your imaginary girlfriend would love a diamond necklace."  
Rhino lifted his arms and smashed them down, just as Spider-Man leapt and backflipped over the fountain. Rhino's attacked crushed the side of the fountain, destroying a part of its structure.

The green haired boy studied the fight and wrote into his notebook. He had never seen these two beings before, so he figured they were very new. Though even if he was fanboying over the scene playing out, he was also genuinely curious and concerned. A villain was attacking the school without any warning, and this new hero came in to protect them. Where did they both come from? He had never seen or heard of this red and blue hero before, so was this is debut? Wouldn't he have read something about him prior? It was hard to focus on a single question as he watched the fight go on.

Spider-Man dodged yet another attack, clasping the stone with both of his hands. He couldn't let the stone out of his grasp, especially if The Rhino was looking for it. As The Rhino came charging with his horn, Spider-Man released one of his hands and clasped the stone tightly in the other. Using only one hand, he grabbed the horn and twisted his body, turning the Rhinos direction of travel. After turning him 90 degrees, he pulled back suddenly, forcing the Rhino to trip over his own momentum and end up on his back. The ground cracked and broke on impact, creating a small crater where he fell. When he was down, Spider-Man leapt back to create distance.

"I'll crush you, you bug!" Rhino shouted, attempting to get onto his knees.

Just as he managed to get up, he was suddenly smashed back down. The cause of which caught the hero off guard, as it appeared to look like a giant fist pinning the Rhino to the ground. The fist was covered by a large purple glove but was still tight around the limb. As the fist released the Rhino, Spider-Man was able to get a good view of the body it connected to. It was a woman, looking to be some sort of giant standing 5 stories tall. Her costume was a collision of purple, orange and tan colors. The purple sat on her arms, legs and chest, while the tan connected those parts, and separating them were orange highlights. Her mask was a simple cheek bone cover, with horns sticking from her blonde hair. She had a smile on her face as she kneeled and stared at the young arachnid hero.  
"Hey there, cutie," She giggled, her voice loud as she was gigantic, "What's _your_ story?"

Peter was not unfamiliar with people who were giant. A superhero back home had the same kind of ability. It was just strange to see someone else using it. Japan clearly had its own set of superheroes that he wasn't aware of.  
"Um …hello giant pretty woman," he awkwardly greeted.  
"Aww well aren't you a sweetheart," She smiled, "My name is Mt. Lady. What's your name, new guy?"

He composed himself. Even though Spider-Man was naturally confident, his Peter side still shows when he talks to girls, "I'm-I'm Spider-Man. Nice to meet you."  
All of a sudden, the woman's size began to shrink rapidly. She went from being 5 stories high to be a little over 6 ft. The sudden change caused her to be slightly airborne, nearly losing her balance. Spider-Man quickly caught her, to which she gave him a sweet grin, "My hero," She teased.  
As she stood up straight, a voice caught their attention, "What's going on here?!" It said.

They turned to see who the voice came from. It was a man in dark clothing, with long black hair to match. Around his neck was a large scarf looking material. For some reason, his hair was sticking up for a moment before it suddenly goes down. He didn't look too friendly, but he also didn't look like he wanted trouble. After all, Peter's spider-sense hasn't gone off yet.  
The man approached them, giving them a stern look that was specifically targeted at Spider-Man.  
"You're no fun, Aizawa!" Mt. lady shouted, "Turning off my quirk like that! I could have hurt myself if not for this dashing young hero," She leaned on the young hero, who blushed under his mask.  
"That's my second concern," Aizawa scolded, staring daggers at him, "I've never heard of or seen this 'hero' before. So, who are you?"  
Spider-Man tried to compose himself as the beautiful young lady hung onto his arm. Just before he could speak, the young green haired boy from before rushed over to them.  
He stopped just in front of Spider-Man, finding that he wasn't that much taller, "That was so amazing! I can't believe you took him down with one hand! And then how Mt. Lady finished him off was-Wow!" He started to fanboy, but Peter found it kind of charming. It wasn't so much obsessive as it was pure passion for something that made him happy. It reminded him of his love for science. Besides, he loved interacting with the few civilians who liked him.  
"Thanks, kid. I've fought The Rhino before, so I know his tricks."

"So, what's your quirk?" The kid asked, "Is it super strength, because you don't look that muscular, yet you went toe to toe with him! And then there was that agility!"

"Midoriya!" Aizawa shouted, silencing the group, "Step aside."

Midoriya clearly feared this man, as he immediately did as he asked. When Aizawa approached Spider-Man, he stared him down, even with Mt. Lady still hanging onto him.  
"I've never heard of you. I've never seen you. And that bothers me. So, here are my questions. Who are you, why are you here, and do you have a license?"

"A license?" Spider-Man asked, "You'll have to be more specific about that. But you can call me Spider-Man."  
"Spider-Man," He said coldly, "And what are you doing here?"

He needed to come up with an excuse, because saying he 'doesn't know' probably isn't a good idea.  
"Well, I am …here …because…" his eyes drifted to the school. He was on his way to school before he got wrapped up in all of this, so it would technically be the truth, "I was on my way…too school?"  
"Ooo," Mt. Lady said, "I see. So, you're a student here then? An upcoming hero? That makes you what, no older than 15?"  
"16," he said, correcting her.  
"Well, I do like young men," She cooed, "Means I get to keep them longer."

He was about to question where this flirting lied, but then remembered that things worked differently in Japan. The legal age of consent was 13, so dating someone around the age of 15 was normal. That aside, it wasn't normal for _him_ as she was likely about 20.

"Mt. lady, please," Aizawa pushed, "He can't be a student here because I am a teacher, and I've never seen him on campus."  
Spider-Man raised his hand, "I'm wearing a mask."

"I've memorized the quirks of all my students, as well as those I don't teach. I haven't seen yours. You shot webs from your wrist, predicted your enemies' movements like a 6th sense, and had strength proportional to yourself."  
He was awestruck by his analysis, "Wow…you're good."  
"The only way you could be a student here is if you were a transfer, or a student from abroad. Either of those correct?"

"Ah…well…" he had a feeling if he didn't give a good answer, it would cause a lot more trouble. He just needed to say whatever he could to escape the situation, "I'm …a transfer from America. I'm taking a semester abroad…here at …UA."  
As he came up with his excuse, he suddenly felt a burning in his hand. It came from the hand still holding the infinity stone. Was it reacting to something? Why was it getting so hot?

"You realize," Aizawa said, "That if you're a student, then you had no right to harm the villain without a license."

Spider-Man tilted his head, "Really? Works differently back home."

"Aw let him off easy Aizawa," Mt. Lady pushed, "If he's foreign then he needs to learn the rules. Simple as that. Make it a warning and call it a day."

Just as she finished, Aizawa pulled out a cell phone and dialed a number. When it started ringing, he put it to his ear, "Yes, it's me," he spoke, "I need you to look something up. Are we expecting any students from abroad to spend a semester?"  
Peter became scared. He needed to think of a way to escape these people, but with Mt. lady still hanging onto him that may be difficult. She could easily grow and catch him if he tried to escape, depending on if she wanted to catch him.

"I see…" Aizawa continued, "Thank you," With that he hung up, and stuffed his phone into his pocket, "It seems we've been expecting you, Mr. Parker."

Spider-Man utterly froze, "…What?"

"That's you, right? Peter Parker. Quirk; Spider. Can do anything a spider can to a certain extent. Alias chosen; Spider-Man. Assigned to class 1-A."

He had no idea what to say. He was bluffing his way through the conversation, but they've been expecting him. How is that possible? There shouldn't actually be any records of his arrival, much less with all that information.  
On another note, why did he call his powers a 'quirk'? And what do his powers have to do with this school. Mt. Lady asked if he was a student, and an upcoming hero. Does that imply that this school was for people with super powers, like Xavier's school for the gifted?  
"Mr. Parker, make your way to the principles office before homeroom. We'll give you your school outfit, and we'll get the final paperwork figured out."

Aizawa started to walk away, without as much as another care to give.

"Wait, Mr. Aizawa," Midorya spoke up, "Class 1-A is already full. How would we fit him in?"

Aizawa didn't bother to stop moving as he answered, "I'll explain it to you during homeroom, so don't be late Midorya."

As he left, Midoriya approached him, "I can't wait to work in class with you! I have so many questions about your quirk!"  
"Right …" Spider-Man said, still processing everything, "At this school …for superheroes?" he half questioned, not making it too obvious.  
"Yeah! Totally!" Midyroiya said loudly, "You're gonna love it here! This is where the best upcoming heroes are taught."

With a giggle, Mt. Lady finally released Spider-Mans arm, taking a step back and putting a hand on her hip, "Well, I better get myself back to work. Crime doesn't stop itself, after all," She winked at Spider-Man, blowing him a kiss, "When you get your hero license, look me up cutie. I'll be waiting."  
She then grew several stories and stepped over the walls of the school complex, making her way back into the city.

Spider-Man just stood there, dumbfounded by how all of that went down. What he gathered from this experience was that here in Japan, superheroes with powers are taught in schools like this, then released into the world. Does that make them supervised by the government? That would explain the part about the license. So, he can understand that superheroes have a more thought out system here. What he didn't understand was how the school had records of him, when he never applied to go here abroad. There was no way that could happen out of nowhere, this whole situation doesn't feel like reality.

Reality.

Turning his back To Midoryia, he opened his hand and looked at the stone. It was yellow, the color of the Reality stone. Anyone holding it can alter reality around them however they choose. He was holding the stone when he made the excuse and it started burning. He must have unconsciously used its power to enroll him into the school.  
Actually, this narrows things down. If the Infinity Stones still work, then the Space Stone didn't send him through the Multi-Verse. Supposedly, the Infinity Stones can only work in the Universe they were born in. So, he must still be in the same universe, that much was good to know. With the stones involved, he could have ended up somewhere far worse in the universe. Yet, he's in a version of Japan with a hero system he's never heard of. So, what does that mean? An alternate timeline or dimension?

Should he go along with this, especially if he doesn't really have time to deal with it? If The Rhino is here, who's to say there aren't others? But at the same time, he can't go hunting for them without a license, it would likely mean getting arrested. Though he wasn't unfamiliar with running from the police, other heroes could get involved too. This was a very complicated situation, and he needed to play his cards right.

"Peter, right?" Midoriya poked him, trying to get his attention, "You should probably head to the principal's office."

He turned to him, regaining composure and hiding the stone behind his back, "…Right. Ok."

He was too confused to think properly. There was a chance this was an alternate dimension situation, a concept not too far off. Thor, the god of thunder was from another realm. This couldn't be too different. For now, he needed to play things safe and go along with it.

Gripping the stone tight, he made his way to the school.


	4. 21 Total

Just by walking through the halls, he was able to tell just how well funded this school was. Some halls were enclosed, while others were almost outside given either thin or no windows. The hero felt so out of place walking through the halls wearing his costume. All he had underneath was the suit _he_ made, so taking off the top layer wouldn't really do much. Some of the students walking through the halls stared at him with curiosity, and he did his best to ignore them as he continued his search.

It was strange to him that he was going along with this. He didn't need to be here anymore, he could easily just head into the city and get to work. He only originally came in here to get away from everyone and think clearly. However, when he started thinking, some scary thoughts came to mind. The Rhino wasn't afraid to attack the school to get what he wanted. These kids could be in danger at any time despite the powers they may have. If Goblin really was here, then it might be easier to work out a plan and operate if he's constantly surrounded by super powered people. If Peter is attacked, there's an ample amount of backup. In a way, the contents and populous of the school serve as protection.  
He figured homeroom was going to start soon, so he needed to find the office quickly. Problem was that he didn't know the layout of the school. If he kept on his own, he would likely stay lost a lot longer than he should. He looked around at the students and picked one out, approaching her. She was slightly taller than he was, wearing the traditional female school outfit for Japan. She had ginger hair that was tied into a single ponytail, and blue eyes that shined in the light. When he approached her, she jumped having not expected a costumed hero to come her way.  
"Goodness!" She stumbled, "You scared me!"

"Sorry," Spider-Man replied, "But do you know where the principles office is? I need to make my way over there."

She took another moment to stare at him, looking his costume up and down. She didn't know why he was dressed up like this, unless he was a Pro hero. He sounded young, so that wasn't likely, "Down this hall, two rights and a left. First door on the right."  
"Thank you," He said simply, quickly beginning to walk.

However, he was stopped by her voice.

"Hey! Why do you need the principles office? And why are you dressed like that?"

He stopped and faced her, looking down at his own suit, "Uh …well, I'm studying a semester abroad here. I just happened to come wearing my suit."  
She eyed him suspiciously, but seemed to buy it none the less, "Which class are you in?"

Spider-Man put a hand to his chin, "I think they said 1-A?"

Her eyes widened in confusion, "But that class is already full," She stated, "How would you get in? Are they kicking someone out?"

"That's what that Midoriya kid was saying. The teacher said he would explain during homeroom, so I don't know."  
She put a finger to her chin, pondering the very idea of 21 students in a single class, "That does seem odd. I figured 20 was the limit for each class. Otherwise they wouldn't have split 40 students into A and B categories. It makes a lot of people think one class is better than the other."  
Spider-Man tilted his head, "I don't think a letter can decide what kind of hero you are, right? Just because you're A or B, that doesn't make you any more or less than them."  
Her face turned to surprise, smiling a bit at his compliment, "Well …I suppose your right," She holds out her hand, "I'm Itsuka Kendo."  
He took her hand to shake it, "Spide-," He suddenly stopped, thinking about how Aizawa knew his real name. He can't exactly go to this school as Spider-Man, since everyone would know him anyway, "…Peter Parker."  
"Nice to meet you, Parker," She smiled brighter now, "I hope to see you around."

"You too," He grinned under the mask, and walked away from her.

He wasn't used to just giving out his secret identity like that, but this was a different situation. He suspected this wasn't the world he knew, since the present was so different then what he was aware of. The Avengers would have known if there was a super hero school in Japan, especially if its this public about it. At the same time however, the Infinity Stones were working. The Reality stone changed things to enroll him into UA, so it still has power. That means this can't be another universe, there must be a different explanation. Until he figures it out, all he knows is that his secret identity isn't really much use in this world, so it was best to go along with its rules.

Finally, he reached the principles office, and stared at the door. He had a feeling someone was waiting for him in there, with the papers he doesn't remember signing. Bravely, he opened the door and stepped inside.

"Ah! Hello! I've been expecting you!"

The sight that greeted him was one he did not expect. Rather than your average human, sitting at the principal's desk was something that looked like a combination of a dog, mouse and bear. His overall appearance looked that of a humanoid-type mink, possessing dog-like paws and a mouse-like tail. There was a scar over his right eye, yet he smiled like nothing was wrong. His height must have been no more than 3 or 4 feet, and he was dressed in a small suit.  
Spider-Man just stared for a moment as he unconsciously sat down in the nearest seats.

"To start off this meeting," The principal spoke, "My name is Nezu, and I'm aware that I am an animal," he smiled, "I'm a rare case where an animal gained a quirk and evolved as such," His voice was very joyful, as if he didn't have a care in the world, "Now then, lets get started on finishing your registration. There are a few things that were left out of the papers, so we need to finish those up properly. Is that alright?"  
He still couldn't get over the principal's appearance. Now he was sure this wasn't his world, there's no way they wouldn't have heard of all this. At least if anything, this meeting can confirm that for him, so he can finally calm down about it. That means he really doesn't have to worry too much about his secret identity, at least not within school walls.  
Nezu placed a small set of papers in front of Spider-Man, patting them gently as he pointed to a pen sitting not a few inches from it, "We'll need to fill out housing forms. As it stands right now, you don't have a place of residence here in Japan. I can make some calls to the parents of other students and ask them if anyone would like to take you on. Normally this is done prior, but it seems you may have forgotten. Just sign here and I can start making some phone calls."  
He picked up the pen and hovered it over the papers as he started reading them. Or tried to, anyway. The problem was that it was all in Japanese, with very little English subtext. It did seem strange that he can understand what everyone says as English, but the writing is still Japanese. Hopefully he can find a way around all of this.  
"Is something the matter?" Nezu asked, a smile still on his face.

"No…well yes," He admitted, "I can understand you fine-er-what I mean is…I can't read Japanese."

Nezus eyes lit up in understanding, "Oh, of course! My apologies. Speaking and reading Japanese are two different skill sets. You must have only picked up one, my apologies."  
It stood to reason that Nezu thought he was speaking Japanese, even though to Peter everyone was speaking English. This world and its rules were rather strange.

Nezu points to a spot on the paper, "This here says that you are willing to be placed in the next available household regardless of who I choose for you. You're handing over temporary custody rights to the family in question, and here," he points to another spot, "confirms that you are not an official member of class 1-A."  
"What do you mean?" Spider-Man asked.

"Well, the class is already full; Total of 20 students. It wouldn't be fair to kick one out just for a temporary member from abroad. However, there is a loophole that we use. You won't be shown on record as an official member of the class, rather you will be sitting in on it. You'll take the same exams and receive the same homework, but these grades will go toward your school in America, the MCU."  
"MCU," he repeated, trying to figure out what the abbreviation would stand for, "I see, I guess that makes sense since its only for one semester."  
"Precisely. If you need any further translations, just say so."

He was being straight-forward with how this was going to work. Once he signed it, he would begin going to this school. He figured that, again, he didn't have time for this. But this school would still serve as protection while he operated in the city. Plus, he found an Infinity Stone here. He needs to be sure there aren't other stones here, so being allowed on the school grounds is a must. Really, there are several ways he can convince himself to do this, but he's doing it because he doesn't know what _else_ to do. He's in a foreign world with no idea how to get back. He needs a roof over his head too, otherwise that will make things more complicated. Plus, if he can somehow use the resources in this school to his advantage, then that will benefit him on his task.  
Taking a deep breath, he signed in the appropriate spots.

Nezu immediately took the papers away with enthusiasm, shoving them into a folder, "Wonderful!" he exclaimed, "I'll begin the phone calls immediately. In the meantime, school rules state that you must turn your costume over as to prevent the urge to do hero work. It will be returned to you during some of your class times."  
It would be a lot harder to work without his costume. However, he only had to turn over the one Nezu could see. Peter still had his other suit underneath, along with his web shooters. Of course,even though he lost the mask during the plane crash, he can easily make a new one, "I um …I don't have any other cloths."

"Don't worry. We can provide to you the required school uniform," He hopped off his chair, walking over to the nearby closet. Opening it, be brought over a silver suitcase and placed it on the desk, "Just swap your costume for the school outfit inside. Bathrooms are down the hall, so you can change in private."

Spider-Man nodded, and lifted the suit case with ease, "I'll be right back then."

As he made his way to the bathroom, he managed to finally calm his thoughts. This was the best course of action given the circumstances. He needed resources, security and a home. The school can provide them if he attends. Plus, it will help maintain a cover for as long as he needs to. It would only be until he finally stops Goblin, depending on if he's here.  
In the bathroom, Peter stepped into the largest stall and opened the briefcase. It was your basic school outfit, proper blue pants and a white-collar shirt with a tie. On of that was a grey school jacket to be worn over it He stood up, attempting to take off his costume. The moment he pulled off the back, it was as though eh phased right out of it. The Nano-bots maneuvered around his skin, letting him slip right out without ruining the suit, or even having to open it. Even the mask remained connected firmly to the neck and torso. He was finally able to get a good look at it now that it was off. Tony really put a lot of effort into it, and it was a very nice design. It would be hard to do his work without a proper suit, but he still had his traditional gear.

In his hands, he still held the Infinity Stone. This was a dangerous object, and he couldn't abuse his power. What was he to do with it? He couldn't just pocket it, its an _Infinity Stone._ There isn't really a place safe enough to keep it. If anything, it needed to be somewhere he could check on it regularly. Placing it with his normal gear when he hides it will be the best option for now, until he can find a better solution.

Folding up the Nano suit, he placed it to the side and removed his normal suit manually.

After placing his suits and web shooters to the side, he dressed in the required school uniform. It fit well, perhaps only a little tight around the neck. The shoes felt comfortable too, and the end almost felt steel toed. Adjusting the edges of the clothing, he then placed the folded Nano-Suit into the briefcase, locking it up tight.  
Now he needed to take care of his other suit. He would need access to it, so he can't hand it over to the school. Making his way out of the bathroom, he checked to make sure no one was around. Grabbing the bottom of a set of lockers, he used his super strength to lift it up off the ground. With his other hand, he placed his fabric suit and web shooters underneath, and lowered the lockers back down over it. Hopefully they should remain hidden until he needs them.

Peter didn't even need to reach the principals door before Nezu came out to greet him, taking the briefcase quickly from his hands, "Excellent! Homeroom starts in 5 minutes, Mr. Parker! Class 1-A is down the hall to the right. I hope you enjoy your time here at UA!"

He smiled, nodding to the mink, "Thank you, Principal Nezu."

The warning bell rung in the halls, and Peter began to walk toward the class.

He could travel to all the worlds he wanted, but he can never avoid going to school.

…

On the computer screen showed feed for several different cameras, which monitored parts of the school. One camera in particular was moving, following the young brown-haired boy as he wandered aimlessly to find his new class. The screens were the only light beyond what shined through the hotel room window, which had been broken with glass scattered everywhere. The figure stared curiously at the screen, putting her fingers to it where the young hero walked. It was as if they were pointing for emphasis, to ensure what she saw was real.

"I suppose," she said quietly, "I should keep an eye on you."

She stood up and walked to the broken window, leaning against the wall as she stared out into the sky. Though even as she tried to get away, her eyes darted back to the screens. She smiled, "Stay where I can see you, ok?"


	5. Spider quirk

It didn't take him long to find class 1-A, given the instructions from Principal Nezu. The door was left open and it seemed like there was already people inside. None of them had seen him without his mask, so they likely wouldn't recognize him straight away. He wondered if they were already told that he would be coming, or if this would be a surprise. Either way, he awkwardly made his way into the room, looking at his fellow classmates.

There were about 20 people total in the room, each of them different from each other. In fact, not all of them looked as human as the next. One of them, a girl, had pink skin and hair, with small horns on her head. Another had multiple limbs, changing as he pleased. The next looked like a humanoid crow, sitting emotionless at his desk. The rest were pretty much all your basic human, though a select few surprised him.  
One familiar face was the first to spot him; the boy with green hair, Midoriya. In seeing Peter walk in, he approached him curiously, "Hi there, do you need something?"

"Uh, yeah," Peter said, "I was told to come this way. This is class 1-A I believe. You're Midoriya, right?"

Right as he heard Peter's voice, he suddenly got excited, "It's you!" He exclaimed, "The spider guy!"  
Everyone suddenly turned and looked at Peter as Midoriya spoke. Peter adjusted his collar awkwardly in receiving the looks, "Maybe not so loud, ey' buddy? Heh," He avoided everyone's gaze, wondering what their next reaction would be.

"No way, man!" One kid shouted, "That was _you?"_ He approached them, wearing the same outfit as everyone else, though he stood out because of his orange hair with a streak of black, "Dude! You totally saved our butts back there! That rhino guy would have crushed us! I'm Denki Kaminari! Nice to meet you!"  
Many of the other students began to circle around Peter, asking him questions about what happened in the school yard. They were targeting him from all angles, many with either smiles or blank expressions of curiosity. He managed to recognize a few of the ones he saved from Rhino, but the rest were brand new. As Spider-Man interaction was fine, but its as Peter that his social anxiety begins to act up.  
"So, what's your quirk?"

"How did you shoot those rope things?"

"How strong are you? Can you lift cars and trucks?"

"Where did you get your suit? Did you make it or did someone else?"

"How many of those rope things can you make?"

Peter tried to calm them down, but they were asking a thousand questions a second. He couldn't even find them time to get a word out before the next person started speaking. He was almost starting to freak out, since these aren't questions he's asked outside the mask. Even though he was aware his secret meant nothing here, old habits started to cause anxiety.  
"Hey! Everyone quiet!" A voice in the back shouted. The multiple bodies made room for her as she approached. She stood tall, with black spikey hair tied into a pony tail. The way she moved was elegant and proper, showing a sense of maturity within her, "Can't you all clearly see that you're freaking him out?"  
When they looked back at Peter, they finally noticed the panicked expression on his face. Most of them took a step back to let him breath, quietly apologizing.  
"I'm sorry," The elegant girl said to him, giving him a comforting smile while resting a hand on her chest, "This class can get easily excited. My name is Momo Yaoyorozu, I'm the vice represenative of class 1-A. Midorya said you were joining us."  
"Kind of," Peter said, calming himself down, "Not officially since the class is already full. Its only for the semester, so my grades go toward my other school."  
"Oh good," she sighed, "I was worried someone would get kicked out of the class. People started making bets."  
"My money was on Mineta," Denki retorted, firing insults out.

"Hey!" Someone shouted, likely being Mineta. He stood no taller than the principal, perhaps even shorter. The boy's hair looked like giant grapes attached to his head, "I have every right to be here too, you know!"

"Sure!" Denki retorted, "As the class clown! You can't even fight anyone with your power!"

"You wanna bet, Kaminari?!" Mineta stood from his seat, grabbing one of the grape looking objects from his head. Pulling on it, it came right off as he threw it toward Denki's direction. It smacked him straight in the head, sticking like super glue.

"Agh! Come on, man!" Denki panicked, trying to remove the object, "Darn it! This doesn't count!" He pulled on the object as hard as he could, pulling out some eyebrow hairs as he finally removed it with a gasp. However, he realized then it was now stuck to his hands.  
"Dammit, Mineta!" he shouted, earning only a snicker from the small hero.

"You're all a bunch of weaklings."

Everyone turned to the back corner of the room, where the voice came from. His hair was spikey blonde, and his overall attitude was dark and gritty. No one was even standing near him as his negative vibe was too strong, "An extra student doesn't mean anything," he continued, targeting Peter specifically, "I can take him down, no problem! So, don't start praising a zero for actually having value!"

"Ignore him," Momo reassured, "That's Katsuki Bakugo. He has very _fowl_ manner!"

"I can _hear_ you!"

"I know!"

Bakugo stood up, "You wanna fight me?! Huh?! I'll take you on right now!"

"Grow up!"

Midoriya avoided Bakugos gaze suddenly. It was subtle, but not enough to go over Peters head. He could sense that there was some history between them that he wasn't seeing.  
One of the other students carefully approached Peter with a smile on her face. It was the pink girl that he spotted earlier. Looking closely now, he could see that she had black eyes with yellow iris's. Her appearance was likely related to whatever powers she had, same for the other strange looking students. He wasn't prejudice, in fact he was very curious about them.  
"Hi there! My name is Mina Ashido!" She shook his hand strongly, gripping them tight, "I have the power to shoot corrosive acid from my body! And I was just wondering what _your_ Quirk was?" She smiled brightly, inching a bit closer, "You didn't notice, but I was one of the ones you saved with that rope ability of yours! Not only do I thank you for that, but I really wanna know what else you can do! So, uh," She suddenly hugged him tightly, "Thank you!"  
It was startling at first, but he actually liked the recognition. He doesn't often get thanked for saving people, he's usually blamed for them needing saving at all. Politely, he hugged her back with a smile, "You're welcome, Mina."  
"I am rather curious myself," Momo joined in, "What exactly is your Quirk?"

"My quirk?" He questioned as Mina's hug ended, before he remembered that _quirk_ was their term for super powers, "Right. Well, I can do anything a spider can. I have strength proportional to my body weight and mass. Super agility, and my bones are a lot stronger, so I can take falls and moving at high speeds. I can stick to walls-"  
"Really?" Midoriya asked, "Wow! Just like Tsu!"

"Who?"

"He's talking about me," A girl said sitting at her desk. She had long dark green hair and was about as tall as Midorya. When she spoke, she sounded as though she had a cold, or built up mucous in her throat, "I'm Tsuyu Asui, but you can call me Tsu. My quirk is frog. I can do anything a frog can."  
"Oh, wow!" Peter was genuinely surprised, "Our powers are based off lifeforms in nature, guess we have that in common."  
"So what?" Bakugo interjected, "Those powers are stupid."

"Perhaps on their own," Momo retorted, "They can be basic. However, I can predict many tactical advantages when used together."  
Midorya tugged on his shirt, grabbing Peters attention, "What about that rope power? You shot sticky rope from your wrists."  
"Oh, actually that's not a power," He said, receiving surprised looks, "Those were my web shooters. Little bracelets that shoot a special substance that I made. Its laced with wet cement at the end that dries quickly after exposed to air. It dissolves after about an hour too, so I always have to make more."  
"Whoa!" Mirodya exclaimed, pulling out his notebook and writing things down, "So you found that you lacked all the abilities that a spider possesses, so you created gear to match the aesthetic you were looking for. But how would you get that much fluid into small bracelets? They would have to be compressed down for a powerful release. What kind of compounds are used to make it? He said wet cement but that can't be the only component…"  
Peter tried to get him to focus, but he just started ranting quietly to himself.

"You'll get used to that," Momo said, "It's something he does all the time. Now, we should probably sit down before the homeroom teacher comes in," She took a second to count the seats, "Oh…we don't seem to have an extra seat."  
A loud clank got their attention as they turned to face the door. Aizawa was standing there, with an extra desk in front of him. He looked just as emotionless as when Peter met him outside, "I took the liberty of grabbing you an extra desk from the storage closet. Please don't ever ask me to do anything for you ever again."  
"But…I didn't ask you."

"I can take the desk back-"

Peter quickly picks the desk up and lifts it over his head with ease, "Nope! This is mine! Sorry sir!"

As he carried it to the back, he wondered why he felt so afraid of Aizawa. Is this what everyone felt when he was around? Was it the mystery that was so intimidating, or that dead look in his eyes? Either way, he placed his seat right next to the last chair. Coincidentally, Momo came over and sat in that very chair, giving him a smile, "Good morning neighbor."  
"Good morning," he sat down, letting his arms rest on the desk, "Thanks for what you did back there. I was starting to get overwhelmed."

"My pleasure, Peter. You definitely looked like you needed help. Our classmates are enjoyable, minus a few," She eyed Bakugo, who scoffed at her and turned back around, "You'll get used to them, promise."  
"They all seem nice. Its just that telling people about …my quirk was not something I did back home. Secret identities are more heavily suggested."  
"Mm, I see. To protect loved one's I would assume. I understand. You'll be safe here though, we have the best heroes teaching us."

Aizawa stood at the front of the class, almost lazily speaking, "So, let's address the elephant in the room. We have a student studying abroad for the semester. He's not an official part of the class so don't worry about getting kicked out. He's a temporary transfer from Marvel Caliber University in America. Introduce yourself to him if you please, I don't really care," he sighed, "Now, to asses his knowledge, he's getting a pop quiz. Of course, it wouldn't be fair to give it to just him, so you'll all be getting the quiz."  
Everyone groaned at the same time, clearly not enjoying the idea of a pop quiz. As the papers were passed out, Peter got a look at some of the questions. Relief swept over him as _his_ paper was done in full English text. The principal must have told Aizawa he couldn't read in Japanese, which will be very helpful. Some of the questions were normal, while others were based on actual hero work. He had never taking a quiz on what it means to be a hero, in fact the idea of it was rather skeptical. There was no grade on what it took to save someone's life, it was based more on experience. So, as he answered the questions, he simply stated what he would do if the situation was real.

While it took Peter roughly 7 minutes to finish his quiz, his neighbor Momo finished 4 minutes prior. To get through a quiz that fast either meant she skimmed it or was very intelligent when it came to hero work. She flipped her paper over faster than he had seen anyone at his old school. Usually, he was the first to finish depending on the subject. This girl really must have known her stuff if she could be done that soon.  
Peter finished only a few minutes after her, earning a small glance of surprise from Momo. So far, they were the only two to finish while everyone else still worked. She smiled faintly, having respect for Peter and his intelligence.

Finally, the bell rung from the ceiling speakers.

Aizawa grabbed his supplies and walked over to the door, "Parker," He said, not even looking at him, "Step outside with me for a moment."

Even though he didn't understand, Peter did as he was told and exited the classroom with him. Aizawa carefully shut the door and stared him down.

"I want to address some of your answers from the quiz," he said, actual emotion in his voice now, "Question 12, specifically. The question asked what you would do if you had to choose between saving 3 adults, or 3 children. Choose one and the other dies."  
"And?"

"It's multiple choice. You didn't fill in the bubble for either of them. Instead, you drew your own bubble and wrote 'both.' That wasn't one of the choices."

"Yes, it was," Peter said sternly.

"No, it-"

"Yes," he said again, standing his ground, "It was."

Peter said nothing further and went back into the classroom.

As they day went on, Peter made his way to the cafeteria for lunch. A lunch card was provided to him with his school outfit, so he didn't have to worry about not being able to eat. Just thinking about it, his stomach started to growl. When he left on that mission with the Avengers, he had skipped dinner rather than eating. He was rather excited after getting his own tray and food to munch on, food was a good way to get your mind off things.  
He found a table at the other end of the cafeteria, where he could eat in peace. The students of Class 1-A were nice, but he just needed some time to think to himself. He knew why he was putting up the act; to use the school as protection, security, and taking advantage of the resources provided. That was something Tony taught him. When you're in a situation that's more confusing than logical, you must take advantage of your opportunities to get by. For now, this was his best course of action. On the plus side, perhaps he could learn something new about being a good hero.

A small clanking sound grabbed his attention as he looked up. Sitting across from him was the boy with green hair, Midoriya. He had just put his food down prior to sitting, and his face had a huge smile running across it. Midorya stared at Peter for a moment, as if trying to figure out what to say, or if he should even say anything. It was almost like he was studying him and every detail he had to offer. Sighing, Peter smiled and waved his hand, "Hello, Izuku."

"Hi," He replied, "Is it ok if I sit here? I don't mean to be a bother or anything."

Peter did want to sit alone originally, but Midoriya seemed like a nice kid and he just couldn't say no to that happy face, "Sure, it's fine with me."

Midorya turned around in his seat, looking behind him, "He said it's fine!"

Just as Peter gave him a confused look, two more students came closer and sat down. One was a girl, who sat next to Peter. Her hair was a short brown that went to her shoulders, and her cheeks both had small pink circles on them. It looked as though she was always blushing with that warm smile. The other student was a boy, at least a foot taller than them. His hair was deep blue, and his glasses sat firmly on his face. While Momo had an elegant vibe, this boy had more of a high-focus one.  
"Hi there!" The girl spoke first, "Sorry to come unannounced, but we wanted to say hello to our new classmate! My name is Ochaco Ururaka."  
"And you may call me Tenya Iida!" the other boy jumped in, "I'm the Class Representative of 1-A. I look forward to guiding you and our fellow students to our future as heroes!"

Despite their abrupt entrance, Peter smiled and laughed. They were both so full of energy, just as Midoriya was. It was hard to find people so excited to be in school like he was. Then again, this was a school for super heroes. So, perhaps it's already exciting by default. Still, it was refreshing from the usual tone of hating education.  
"I'm Peter Parker," He said, looking between Ururaka and Tenya occasionally, "So, what can you guys do? Your quirks, I mean," He doubled back, looking at Midoriya, "Actually, let's aim that question at you too. I'm curious."  
Midoriya almost looked nervous when asked the question, while the other two seemed more into it. You'd think asking about super powers would be more exciting for a fanatic like Midorya. He could simply be shy about the topic, either that his powers are too weak or too strong.  
"Well," Ururaka started, "My power is gravity manipulation. If I touch an object, I can mess with its gravity. Though I can get a little sick if I do it for too long," She rubbed the back of her neck in embarrassment.  
Tenya raised his hand, "My quirk is called Engine! I have engines in my calfs, allowing me to boost my momentum and move at super speed. They have several gears as well, so I can switch between speeds."  
Peter raised his eyebrows at that. Out of many of the super powers he was aware of, that one was unique in detail. Having engines in your calf's must hurt, unless they are perfectly fused with his skin. Not the traditional super speed, but it gave him identity as a hero.  
"Respect where its due, that's interesting," Peter said, "And here I am with just spider powers."

"Those are really cool though!" Ururaka exclaimed, pumping her fists in the air, "Its such a wide range of abilities!"

"I have to agree," Tenya adjusted his glasses, "While your powers individually have limits, together they prove a tactical advantage as stated by our vice representative. Many of our powers take time to master and develop, much like Midorya."  
"What do you mean?"

Midoriya sighed, sitting up straight and locking his fingers together, "I have a special kind of super strength. I charge power into a part of my body, giving it a burst of strength that I can use. However, I can't control it just yet," he suddenly looked sad, "Whenever I use my power, I break my body. If I punch, my arm breaks. If I flick a finger, that breaks too. If not for recovery girl, our school nurse, I'd still be in the infirmary after the entrance exam."

It wasn't that his power was too weak, rather too strong even for him. His body isn't ready to handle the power he can generate. That means he must have to limit when he uses it, focusing more on skill than raw power.  
"That's rough," Peter said, "But hey, I think that's still a pretty cool power. Once you gain control, I bet you'll be unstoppable."  
Midorya suddenly looked up, smiling at him, "Thanks, Peter. When I finally got my quirk, I was so happy. Usually they develop at a young age, but mine never did. Not …until this year. That's why I can't control it yet."  
"I get that," Peter said, wanting to find a way to relate to him, "Actually…I got my powers _last_ year."  
All three of them jumped in surprise, Midoriya especially, "What?!" he said, "Wait- you too?!"

"Mmhm," He confirmed, "Most of my life, people picked on me for being weaker, and for being the nerd of our school. I always hated it and wished I could get back at them," he sat back, recalling the events. He realized they may not understand the part about the spider, but they may understand the rest, "I was walking home from a science exhibit when it happened. A car came barreling down the street, heading right for me. Suddenly I got this …ringing feeling in my head that was telling me to move. I saw the car and jumped to the nearest building. But when I hit the wall, I stuck to it!"  
"So, you discovered you had a spider quirk. And this was only last year?" Midorya almost seemed happy, and genuinely curious, "Wow, that's amazing. Quirks usually emerge at childhood, or not at all. I thought I was the only case of a late quirk."  
"You said you felt a ringing in your head," Tenya asked, "What does that mean?"

"It's one of my powers," Peter pointed to his head, "I call it a spider-sense. To dumb it down, I get a warning anytime I'm in danger, or when the environment around me gets a sudden and abrupt change. Though, it's up to me to react when I get that warning."

"A danger sense?!" Midoriya shouted, pulling out his notebook and beginning to write, "How would that even be possible? Are there spiders in nature with that sort of ability? Or perhaps he doesn't mean it in the literal sense. There could be spiders that have high senses of their surroundings. But it seems like he doesn't control when its turned on, so how does that work for him? Which part of the brain reacts to those warnings? Perhaps his sensory nervous system reacts and processes information at higher speeds than most humans. That would make the most sense…"

"Does he …do that often?" Peter asked, receiving a nod from both of his new friends.

"He does," Ururaka replied, "It's kind of cute though, though slightly irritating to some of the other students," She turned her body parallel to his, "So, I bet you showed those bullies a piece of your mind after you got your powers!" She was getting really pumped up real fast.

At her assumption, Peter looked down at the table. The fact was that this wasn't the case at all, "No, actually, they continued to bully me after that."

"What? Why? With your powers, why didn't you stop them?"

He sighed, looking at her sternly, but not unfriendly, "I could do so many things after I got my powers. I could have thrown Flash Thompson in a locker for all the times he did to me. I could have hung him by his underwear on the school flag. I could have used my abilities to win at sports and become popular. But with all this power, to use it that way would be …irresponsible. My powers shouldn't affect who I am, I didn't want to become the bully just to get back at other bullies."

Ururaka's enthusiasm dropped as she listened to him speak. It was sad that he never tried to get back at the people who belittled him, but it made sense why. He didn't want to become like the bullies he hated so much. It would be like taking 2 steps forward and one step back.

"A wise choice," Tenya stated, "Abusing our abilities for selfish gain is irresponsible of us as heroes."

"Agreed," Peter said, "We have this amazing power. So, isn't it our duty to use it responsibly?"

He earned nods of respect from them, a small signature that their friendship had begun.


	6. I am here!

After lunch had ended, the four of them walked back to class together. Peter politely listened to the stories they had to share about growing up with their powers. He found them delightful overall, minus the more depressing ones from Midoriya. At least he got a better understanding of his relationship with Bakugo, who has apparently known him since their childhood. Peter however chose to stay quiet about the things he's faced since gaining his abilities, having rather to listen to his friends talk instead.  
Entering the classroom, Peter took his seat next to Momo again, who had her legs crossed in her seat. She pushed her hair aside and looked at him, smiling, "You ready for this class?"

"Yes?" He questioned, "Why are you asking? I get Heroics Class focuses a lot on actual heroics but … there's something I don't know isn't there?"  
Just as his spider-sense went off, the door of the classroom bursts open, smacking against the wall. A figure slides in quickly and stands at the podium.

"I am here! To teach!"

The man before them was tall and extremely buff. His costume was a classic clash of red, white, blue and yellow with a long cape to match. His hair had two massive clumps that stuck straight up on his forehead. He smiled wide, as if it never came to an end. The entire vibe he gave off was positive, maybe even hopeful. The entrance of his supposed hero surprised Peter, even with his powers giving him a warning. In seeing the man enter, Midoriya's as well as everyone else's face lit up with excitement.

"Greetings everyone!" he said, his voice sounding loud and proud, "I heard there was a new student joining us today! You may call me All Might, the number one Pro Hero! Please rise from your seat and greet yourself to the class! Do not be shy, come on up here!"

Everyone immediately turned their attention to Peter, minus Bakugo who remained unfazed. His usual experience with being in the front of the class was either verbal abuse or paper balls being thrown at him. However, he didn't feel that way with this class. In fact, the looks they gave him were smiles of curiosity. There was still a lot they didn't know about Peter, and they craved the information. Standing from his seat, he made his way to the front of the class and stood in front of the podium. It was here that he got a better look at the teacher, All Might. He was a human tower, built strong and steady. Even if Peter threw his strongest punch, it likely wouldn't even faze this man. His entire atmosphere screamed 'superhero'. The classic look, vibe and voice told him everything he needed to know. At least he seemed friendly enough, unlike the homeroom teacher Aizawa.

"Hey, guys," Peter said, having met at least a few prior to this, "For those who don't already know, my name is Peter Benjamin Parker. I'm studying abroad here from America."

"Excellent!" All Might shouted, "We look forward to assessing your heroic experience! Before we head out for todays class, why don't you all raise your hands and ask young Parker whatever your heart desires!"

A few people raised their hands, some choosing to remain quiet for the time being. Peter scanned the room, picking out the familiar faces and pointing to Mina.

"What was your school in America like?" Mina asked as she lowered her hand, "It must have been good if you were able to transfer to U.A's hero program for the semester."

This was a difficult question to answer, considering the school likely didn't exist. This meant he would have to make the details up to get by, or just say he doesn't want to talk about it, "Well, MCU is …a bit different in how it teaches. For starters, you don't need a license to do hero work, persay. All you need is the publics approval usually. I do my own thing around the city, but sometimes I train under other heroes when we team up."

"So, wait!" Mina said excitedly, "You've taken down baddies before?!"

Even All Might looked curious now, though he could only tell by a shift in his eyebrows since he was still smiling.  
"Yeah," Peter continued, "The Rhino guy is someone I've fought before. What he's doing in Japan, I don't know. But I've had my fair share of tussles in the past."

Suddenly, more people began to raise their hands. He must have sparked their interest with this new information.  
He pointed to a boy with two colors in his hair, one white and one red.

The boy lowered his hand and spoke, "My name is Shoto Todoroki. I was wondering how the grading system works there. It sounds like it's highly experience based."

"It …is," He hesitated, "They believe that experience is the best teacher so we're out in the field a lot. My mentor is a popular superhero called Iron Man. He teaches me a lot about being a hero and is a good figure in my life."

Midoriya's hand shoots up, "What can Iron Man do?"

Peter almost laughed, "Iron Man has …uh …super intelligence. What he lacks in flashy powers he makes up for with technology centuries ahead of our time. Nano-tech, holograms, the works. He's one of the smartest people in the world."  
In his excitement, Midoriya started taking notes.

While he wrote, Peter picked on another student. It was Momo, who sat in the very back, "Yes Momo?"

"I was curious about something," She began, "What's your reasoning for being a hero? Everyone has their purpose or drive, I was just curious as to what yours was?"

Peter went dead silent.

If only for just a moment, Peter was happy to answer the questions and open up about some parts of his secret life. But when she spoke, his words were stolen from him. He tried to get something out, but he just couldn't. Instead, he looked down at the podium he was standing at as his fingers shook. Thoughts raced through his head faster than he could process, and his breathing silently increased. It was clear to her now that something about the question was bothering him, haunting his very being to the core. His words, his confidence, all of it gone with a single sentence.

All Might put a hand on his shoulder, gripping it firmly but not tightly. As Peter snapped out of his funk, he quickly turned to All Might, staring at him in surprise.

"Everyone's drive is different," He spoke, a smile remaining but with a more serious tone, "We can't always talk about what pushes us to use our extraordinary gifts. But rather than speak, we can show what it does to us," he turned to the rest of the class, "Today, we'll be going to Gym Gamma for a very special obstacle course. So, grab your costumes and head to the Gamma Gym!"

Out of the wall, compartments began to open. Inside them were briefcases with numbers on them going from 1-21. The students began to get up and grab their specified cases and leave the classroom to get dressed.

As everyone started moving, All Might leaned on Peters shoulder, "It's alright," He said, "We all have a part of our past we wish to hide from the world. But one key element of being a hero is not to let it control our every move. I understand whatever happened was painful, but you mustn't let yourself freeze up. You must be able to keep striving and fighting for what's right. If I can teach you anything in your time here, I hope it can at least be that."  
Even though the words partially sounded like scolding, there was a sense of comfort in them.

The Gym was massive in size, almost seeming like it was bigger inside than it was outside. From the beginning to the end of the room were unique obstacles lined up for them. It wasn't traditional, however. Many of them looked more like traps ready to trick or pounce on the students. It was likely that he was trying to test their mobility in dangerous situations, recreating the havoc environment of a street battle. The students all walked in, each wearing their own unique costume that matched their powers and personality. Some were simple, like Mina who wore green and purple tights with a fur collar, and a mask over her eyes. Others were more complex like Tenya, who was wearing all white armor with openings for the engines in his calf's. Midoriyas costume however was different, it didn't look as flashy as the others. It was blue with white lines, looking more like an exorcise suit.  
"Man …" Said Midoriya, "They still haven't repaired my costume yet …"

"Boo hoo, go cry in a corner!" Yelled Bakugo, swinging the grenade-like weapons around his arms. His suit was basic black with a red X on his chest. The more defining features were the grenade gauntlets on his arms, which likely served whatever powers he had, "It's not my fault your costume was so damn fragile!"

Momo came in next, her costume being a bit more casual. She wore a skin-tight torso suit, with an opening in the middle that somewhat showed off her cleavage and belly button. Around her waist were yellow straps that covered what her shorts normally would. The torso was sleeveless, and the only other thing she wore was a strap over her chest and red boots going up halfway to her knees. A higher portion of her skin was shown compared to others, but this likely had to do with her powers. Each suit worn by the students aided their abilities in some way.  
Momo held her arms close, almost seeming sad as she entered. No one really noticed since they were too focused on the obstacle course. Her eyes were darted to the floor as something was weighing on her mind.

"Momo, you ok?"

She turned around and was greeted by red and blue colors. Spider-Man stood in front of her, wearing the nano-suit he debuted in earlier that day, "Peter? Is that you?"

Just in hearing his name, many of the students looked over in awe, "Wow!" Shouted Denki, "You look awesome, man! I love the colors! Very bright and friendly."

"Thanks!" Spider-Man said, smiling under the mask, "Kind of what I'm going for. I'm your friendly neighborhood Spider-Man."

Midorya approached him, poking at his arm, "What are those fibers, I've never felt anything like it before. Its flexible, yet strong."

As people talked with Peter, Momo simply backed away from the group. She didn't want to disturb him anymore than she may have already. However, it didn't take the arachnid long to notice the change in her attitude.

Gently pushing his classmates to the side, he made his way over to her and put a hand on her shoulder, "Momo, are you ok?"  
She turned to him in slight surprise and forced a smile, "Yes, of course."

Even though she couldn't see his eyes, she could tell he was staring him down.

"Well…I just want to apologize for earlier," She said sadly, "I didn't mean to bring something up with my question. I could tell you were very upset once I had asked, and I didn't want to push you any further with my presence."

"Momo, it's ok," he reassured, the white of his lenses shrinking and expanding, "You didn't know, so there is no reason to dwell, alrighty?"

She smiled, releasing her arms and letting them drop, "Alright."

"Class!" Shouted All Might, standing at the very end of the obstacle course. Even though he was so far away, he was still incredibly loud, "Glad you could all make it! This obstacle course is specially designed to test your mobility when encountering a dangerous environment! You will face many disaster-based obstacles that you must overcome by any means necessary! There is no time limit, only survival! Your grades will be based on performances, and the tactics you use to overcome the challenges ahead! Everyone understand?"

"Yes, sir!" Everyone shouted in unison.

"Excellent! They get to the starting line!"

The students all approached the yellow line painted on the ground, with the word 'Start' written in Japanese. As Midorya got into position, Bakugo stood next to him sinisterly. His very presence threw Midoriya off, causing him to gulp in fear.  
"I'm gonna fry you, Deku!" Bakugo threatened, "Don't think you can beat me this time! I'm gonna win this and send you to the ground!"  
"T-technically," Midoriya stuttered, "He didn't say there were winners or losers-"

"What was that, punk?!"

"Nothing!" He turned away, facing forward with sweat on his face. Peter eyed Bakugo with a stern look; he reminded him so much of _his_ high school bully. If there's anything he understands about bullies its that they always have a reason to specifically target someone. What that reason is, maybe he can find out.

"Hey, Bakugo," Peter called out, getting a nasty glare from him.

"What do you want, freak?"

Spider-Man's lenses shrunk, "Don't overstep."

"The hell is that suppose to-"

"BEGIN!"

A shot went into the air, and the students took off like a flurry of bullets. Tenya was the first to take the lead, as power bursts from his engines. He wasn't lying when he said he could boost his momentum, as he was making some incredible distance. Spider-Man first stuck to running, using his strength to leap himself forward and gain some ground. Sliding past him was Mina, as she generated acid from her feet and used it to skate across the ground. She winked at him, waving and moving forward, "Pretty cool huh?" She asked him.

"Very," He smiled, admiring her good sportsmanship.

They were coming up on the first obstacle. It was rather simple, looking like a pile of cars that towered high. Jumping over it wouldn't be much trouble with his agility, but something seemed off about it. As he approached them, his spider-sense suddenly shot off. He didn't know what was about to happen, but he only had a second to respond. Quickly he leapt into the air for safety, just as the ground suddenly shook. A sinkhole appeared just where he leapt, growing more massive with every second.

It was only now he realized something vital; he left his web-shooters with his other suit. Mr. Stark had to have planned for him not having his traditional gear, right? Was it possible the nano-tech could replicate his web shooters, as well as the fluid they used?  
His eyes darted to Mina, as she suddenly went spiraling down into the hole. She hadn't seen it prior and screamed as she plummeted. It was pitch black, and she couldn't tell where the end was.  
"Please Mr. Stark," He begged to no one, "tell me you thought of everything! Please, please, please!"

Going on a whim, he made his classic finger gesture.

The nanites suddenly pulled themselves together on his wrist, making a small circular object that rested in place. As he pressed on his palm, a web shot out from his wrist and flew downward toward the sink hole. It latched itself onto Minas leg, pulling on her as her fall suddenly ceased.  
"Yes! I got you!" He yelled, using his super strength to pull her toward him. As she came closer, he let go of the web and held his hand out to her. She landed in his arms, wrapping herself around him as he shot another web toward the ceiling of the Gym. They descended carefully and swung back to the ground, just over the pile of broken cars.  
"Are you ok?" Spider-Man asked, looking over Mina for any injuries. However, she simply jump-hugged him in response, causing him to lose balance and have to swing her around.

"That was awesome! Thanks for the save! You're my hero once again!" She kissed the cheek of his mask, making him blush underneath.

"Quit flirting and get going," Said a voice as it passed by them. It was Todoroki, sliding passed them on ice that formed beneath his feet. It was not too different from how Mina had done it, and she looked angry about that.

"Hey! That's my move!" She yelled, sliding after him on the acid she generated. Shaking his head, Spider-Man began to web-sling after them.

The next course resembled a city street, with several sets of buildings on both sides of the runners. It looked more like a movie set than an actual street, but it wasn't trying to look real anyway. Students approached the scene one by one, now more on guard after the first surprise of the course. The moment his feet stepped into the obstacles perimeter, his spider-sense instantly went off. An explosion triggers to his right, causing him to stumble and fall to the ground. His hands stopped most of the fall, and he was able to get up quickly.

"Are you trying to kill us?!" Spider-Man shouted, watching his teacher from afar. All he got in return was a heroic laugh that echoed through the room.

His spider-sense sounded rapidly, and he immediately jumped from his position. Explosions emerged at every turn, forcing him to jump and leap off the buildings and surfaces he could find. Below him, he saw Todoroki using ice walls to protect himself from the explosions. Most of the other students however found difficulty moving around them, especially Midoriya. He had yet to use his quirk, likely because of the damage it will do to his body. The rookie hero continued to roll and leap small distances to avoid the explosions, spotting a few of the mines in the ground and simply jumping over them. Unlike the others who used their powers to avoid the traps, he had no choice but to think his way through.

One mine caught the heel of Midoriya's foot, triggering an explosion behind him. The force of the blast sent him flying into the air, a scream echoing from his core. Just as he reached the peak of his flight, Spider-Man leapt his way and grabbed ahold of him, planting his feet on the wall of the nearest building. There they stuck, remaining aloft parallel to the ground as Midoriya processed what had happened.  
"You ok?" Spider-Man asked

"I don't know if I can do this," Midoriya cried, "Everyone has such cool abilities! But if I use mine, I'll break!"

"Then _break!"_ Spider-Man shouted, earning a look of shock from Midoriya, "Cry, break, fear and hate! Do all of it! Do it all 10 times over! And when you're broken and battered, pick yourself up do it again! And I don't just mean this course! If people gave up every time they got hurt, the human race would be dead right now. You're smart, Midoriya. You can find a way to use your power despite breaking, and still make it to the end."

Midoriya wiped the tears from his eyes, listening to Peters wise words. It was clear that he spoke from experience as there was a pain in his voice. Peter seemed to understand pain and loss and used that to push himself forward. It was a strange thing to be jealous of, and yet he was.  
Wiping the last of his tears away, Midoriya gave him a look of determination and nodded. Spider-Man hopped down and placed Midorya on his feet just outside of the obstacle area.

"We don't have long to go, so let's finish this, ok?" Spider-Man asked, earning another nod from his new friend.

Spider-Man and Midoriya ran beside one another, overall keeping parallel to each other's movements. The remaining obstacle area was empty, no traps or sets in sight. It was suspicious right off the bat, and only one person didn't see that.

Bakugo went flying by in the air, small explosions erupting from his hands, "See you later, Deku!" He shouted, not even bothering to look at them.

Peters spider-sense triggered again, and his eyes widened, "Bakugo! Wait!"

"No can do, freak! I'm winning this thing-"

"Above you!"

Bakugo reacted to the shadow that suddenly appeared over his head and looked up. Seemingly out of nowhere, a shower of rocks and boulders came flying down from the ceiling. A massive boulder just barely scratched Bakugo as it reached the ground, causing his momentum to change. Though he tried to recover, he was sent flying into the ground and skid a large distance. Rocks continued to descend toward the students as many panicked and ran.  
It was easier to pass for some than it was for others. Tenya was able to use his speed and reach the end before he could be struck, while Mina used her acid to melt any rocks that reach her. Others like Momo somehow got her hands on a shield and held it over her head to avoid damage. Many of the others however were forced to dodge the old fashion way, including Midoriya. While others were focused on the rocks, he had eyes were on Bakugo who was still lying on the ground.

"Kaachan! Get moving!" he shouted.

Bakugo tried to get up, but it seemed leg had been hurt during the fall, "Damn it!" he shouted, though still managed to get up with just a small limp.

A larger shadow caused everyone to look up as it formed. The boulder casting the shadow was the biggest of them all, almost looking more like a meteor. It was dropping at a terrifying yet, causing students to kick it into overdrive.

"No one is gonna be able to outrun that!" Midoriya cried, "Its massive!"

Midoriya's eyes went to Bakugo, who was still trying to limp to the finish line. Each time he tried to push his momentum with a hand explosion, his leg felt the pain of the sudden movement. This caused him to fall repeatedly, not making as much distance as he wanted. It felt as though Midoriya's heart suddenly stopped as everything went quiet. He knew Bakugo wouldn't make it on his own; if he kept going like this, he would be crushed.

"Kaachan…" He said quietly, "Kaachan!"

Something came over young Midoriya, making him cry once again. His legs suddenly glowed under his cloths, as the ground broke under his feet. In an instance, he went flying into the air at blinding speeds, leaving a small trail of green and red energy. Dust from the rocks followed up until he was high into the air, aiming directly for the massive meteor. His right arm charged with the same glow, as his sleeve seemed to rip right off his jacket. Everyone looked up as he went flying faster and faster toward the meteor, winding his arm up for the attack.

Just as he was about to throw a powerful punch, a stray boulder suddenly struck his right arm, causing him to spin out of control. The glow in his arm completely faded, leaving it completely red and broken. He screamed from the sudden pain, unable to recover as his legs dangled in the air.

They were broken too.

Peter had to think fast, and he looked around at his nearby comrades. His eyes went to Todoroki, who was just about to pass before Spider-Man stopped him, "Todoroki! Can you make me an ice ramp?!"  
He stopped his movement and addressed the arachnid hero, "Sure, but what are you-"

"There's no time! Do it!"

Letting out a sigh, Todoroki shifted his foot and released ice from his toes. The ice built and formed into a large ram, with a few yards of runway. Spider-Man placed himself at the beginning of the run way and shot two webs to the ground. He pulled back on them, leaning his body backwards to the ground.  
"Hang on, Midoriya!" he shouted as he released his feet and sent himself sliding on the ice. The ramp sent him flying upwards as he released the webs from his hands. Just saving him wasn't going to be enough, he had to do more. Whether he liked it or not, Midoriya still had one more limb to break.

"Midoriya!" he shouted, grabbing the falling hero's attention, "Combo!"

Spider-Man passed Midoriya quickly and shot a web at his chest. As their bodies flew away from each other, the web connecting them stretched thin. Spider-Man swung his arm in a circle and sent his friend swinging back up, trading momentum with each other.

' _I have one more chance!'_ Midoriya thought, charging a glow into his left arm, ' _I won't let you down, Peter!'  
_ The sleeve ripped off just like before, his veins glowing red as his skin emitted yellow. He didn't have as much speed as before, but it was just enough.

He winded up his fist and threw it at the incoming meteor, shouting as loud as he could "Smash!"

His fist collided with the meteor with a powerful burst of power. It instantaneously cracked and broke under his knuckles, causing a massive explosion of wind and rock. The power caused a few students to lose balance and cover their faces. The cracks traveled up the massive boulder as it shattered, its pieces scattering in all directions. Midoriya continued moving upward through the newly opened path where the boulder once was. There were no big chunks or massive debris, it was all small rocks and dust. His power had traveled through the density of the entire object, breaking it down completely.

"…Incredible…" Spider-Man muttered, just as his parachute shot from his back and slowed his decent. He didn't realize that Midoriya would be this strong, even though he said his power was super strength. It wasn't even that he stopped the boulder, it was that he was able to break it down into a thousand pieces with just one punch. That kind of strength was something he had rarely seen before, strength that may even rival a hulking hero back home.

Just as Midoriya finally started to fall, Spider-Man shot out another web and attached it to his back. The pull yanked them down slightly, but he was still able to catch Midoriya's fall safely. "Izuku, that was incredible!" He shouted down to him, "Are …are you ok?"

Midoriya gave a slight whimper in response; at least he was still alive.

They descended to the ground, and Midoriya gently touched the surface. Once Spider-Man landed next to him, his parachute retracted into his back.

"Ha! Serves you right, Deku!" Bakugo yelled, crossing the finish line, "I told you I'd leave you on the ground!"

Bakugo's expression suddenly dropped when he saw Spider-Man picked Izuku up. He cradled him in his arms like a child, the lenses of his mask shrunk to their smallest size. Slowly as not to hurt him, Spider-Man carried Izuku the rest of the way, crossing the finish line and walking straight past Bakugo without so much as a glance. The hot head simply watched in disbelief as the arachnid aided his fellow hero to victory. Once he crossed, he walked over to All Might and handed him over, placing him in his arms.

"He'll be alright," All Might stated, "Recovery Girl will be able to patch him up in no time. I thank you for coming to his aid, young Parker."  
Spider-Man nodded, looking over to the other students as they crossed the finish line.

"Listen up!" All Might shouted, "You all did exemplary today! Your final grades for today's course will be delivered to you before the end of the day! Make your way to the showers and clean yourselves off! Good job today!"

Many of the students immediately collapsed to the ground, either sitting or lying down from exhaustion. Bakugo despite his limp was standing up and shouting as All Might carried Midoriya away, "Hey! Deku! I didn't need you to save me, you know! Don't think you can show me up like that again!" Midoriya couldn't respond, but that didn't stop him, "Hey! You hear me Deku?! I didn't need you to-"

A web struck his mouth and suddenly silenced him. It stuck like glue no matter how hard he pulled to remove it. Everyone turned to face Spider-Man, who just lowered his hand.

"Don't overstep," he said, then left to follow All Might.


	7. Gold standard

After returning his nano-suit to the school, Peter rushed to the infirmary as quickly as he could. He didn't realize that hero training would be _that_ intense. No wonder this school was so difficult to get into if they push their students that hard. Midoriya had broken all four of his limbs trying to destroy that massive rock. All Might must have had a plan to protect them should something have gone wrong, otherwise all those traps and obstacles were uncalled for. The most training he did back home was with S.H.I.E.L.D, and even that wasn't as intense as what he just went through.

Finding the infirmary room, he immediately thrusted the door open. Peter had expected to find his friend broken and battered, barely clinging to consciousness. However, Midoriya was sitting up straight, feeling his arms and legs like nothing happened. There were a few cuts and bruises, but otherwise he looked perfectly fine if not a little worn out.  
"Izuku?" Peter spoke, walking into the room, "How are you feeling?"

Midoriya greeted him with a thankful smile, "I'm good, Recovery Girl's healing quirk patched me up. It uses up my stamina though so I'm pretty tired."

With a sigh of relief, Peter sat down next to Midoriya, "That training session was crazy. I didn't realize that Heroics class would be so intense. But when you jumped for that rock …your power is incredible!"

Midoriya looked away, almost side, "Maybe, but I can't control it. It always breaks me because my body can't take the strain just yet."  
"Still, you were incredible. I've known heroes with super strength, and I've never seen power like that before."

The strength he hasn't seen, this is true. But the expression Midoriya made prior to his fantastic jump was one Peter recognized. It was a combination of fear, adrenaline, and determination. Peter wore those colors once, on a night he couldn't forget. What confused him was why he felt those things when Bakugo was in danger. Did he care about him that much that he would break himself to save him? Bakugo treats him so terribly, it didn't make sense for him to still care about that bully.  
"Izuku," Peter started, "I have to know something. Why did you freak out like that when you saw Bakugo was in danger? Its one thing to want to save someone, but you genuinely looked concerned for him. Why do you seem to care about him?"

Midoriya sighed, locking his fingers together, "Kaachan and I have known each other since we were kids. I've always respected him, and the kind of power he has. Kaachan was always the popular kid, and everyone thought he would grow up to be a great hero."

"And it went to his head, right?"

"I guess so. But I still respect him. I know that he's better than me in every way. He's always been mean to me and I don't know why, but…"

"Izuku," Peter said sternly, "Your relationship with him is not healthy. He's horrible to you, and you respect him? I just don't understand."

"Its not as simple as that. Maybe I think I must prove something, but I don't know. He's always made fun of me for not having a quirk, so he wasn't happy when I got one. Just like him though, I want to become a great hero! And I can't let anything hold me back!"

Of course, he understood what he was feeling. Peter always felt he had to prove something as Spider-Man to try and get the public to like him. In this case, perhaps it was to get Bakugo to finally acknowledge him. But it sounds more as though he would just hate him more if Midoriya became a hero. Bakugo wasn't going to give Izuku any kind of respect in the near future, and he needed to see that.

"Midoriya," A voice said, coming into the room, "I came to check up on yo-"

The man who entered looked very familiar, but it was somewhat difficult to pin. His blonde hair was long, and his chin was pointy. Two clumps of hair hung down on his face in an almost crooked manner. His black eyes reminded him of Mina, but in a different sense. He looked frail and weak, with little to no muscle on his body. One could confuse him as a skeleton if not for his skin. In seeing Peter, the mans eyes widened in surprise and he immediately shut up.  
"A-All Mi-" Midoriya clamped his mouth shut, the color flushing from his face.

Peter looked between them, and it immediately hit him.

"Wait a second, All Might?" he looked at the man curiously, "All Might? Is that you?"

"Damn it, Midoriya!" He scolded as he closed the door, "I didn't realize others would visit you, everyone should have been in the showers."

He approached the two as Midoriya slowly uncovered his mouth in shame.

"Yeah, its me kid," He sighed in defeat, "I'm the symbol of peace, All Might."

Peter stared him up and down, trying to process the information. He didn't look like he did before, with all his muscle and heroic vibes now gone. Could this have been All Might's true form? And how did Midoriya know about it but not the others?  
"So …what gives?" Peter asked, "This apart of your power or something? I'm assuming this is your true form."

"Correct," he said, "Very few people know about my true form. I do my best to keep that on the downlow. I can hold my powerful form for about 3 hours a day, the rest of the time I look like this. Only my closest of friends know the truth."

"Then how does Midoriya know?"

The silence grew as neither of them really wanted to answer. This was clearly some kind of big secret that they didn't want to talk about, and they likely weren't sure if Peter could stay quiet. The bond between them was clearly deeper than they let on, and he wondered what else it connected it.

"You know what …Never mind," Peter sighed, "You don't have to tell me anything. Clearly it seems important, so I'll respect the super hero code of privacy."

All Might managed a small smile, no where near what he had during class, "I appreciate it, young Parker," All Might pulls up a chair and sits down, facing him, "There are things I can't tell you, but there are also things I can. Midoriya knows my secret because he caught me in this form after I saved him once. Ever since then, my path has been crossed with his."

Midoriya looked away further in shame.

"Chin up, young Midoriya," All Might ordered sternly, "Its not a big deal. The situation could have been worse if someone else had come to visit you. I had assumed everyone would follow the rules and be at the showers, Parker is a rare case however."

"Sorry," Midoriya spoke softly, "I didn't mean to give you away like that…"

"Hey," Peter put a hand on his shoulder, "Relax buddy. So what that I know his true form? I'm not gonna tell anyone, what would I even gain?" He turned his head to All Might, "Why do you hide your true form anyway, and why not stay in your stronger form all the time?"

"Simple," he grabbed the bottom left corner of his shirt, lifting it up to reveal a massive wound. It looked as though a part of his body had collapsed into a single spot, most of is red and weak, "I got this injury from an attack years ago. Did a real number on me, so much so that I can't hold my stronger form for that long anymore. 3 hours is all I can manage these days, nothing to be done. As for why no one knows, its to protect them. If the public were to discover that their symbol of peace was frail and weak, they would lose faith in me. As the number one pro hero, I must maintain my image to give people hope. To show them that there is a hero who will always smile in the face of danger."

Peter nodded in awe, gaining respect for the hero before him. It made sense that his image would matter so much in this world, since people seem to love having super heroes around. Image is something Peter has struggled for ever since putting on the mask. The public hates him because of how the Daily Bugle represents him in the news. But that has never stopped him from doing what's right. In this case, its his image that keeps them safe as well as his abilities. Peter couldn't possibly take that away, not when it was so important.

"Your secret is safe with me, All Might," Peter said, "If your image means that much, I would never sacrifice it for selfish gain."

All Might smiled, "Thank you, young Parker."

It was only now that Midoriya finally looked up and gave himself presence.

"I won't be around forever," All Might continued, "So I've been training someone to take my place. Someone who has a quirk not too different from my own. And that person is Midoriya."

Peter looked at Izuku, surprised but only slightly. It made sense that there would be a deeper connection between them.

"I strongly believe that Izuku Midoriya can succeed me and take my place as the symbol of peace for this world. That's why I train and help him grow into the fantastic hero I know he'll be."

"I see," Peter acknowledged, "Well, I can understand why you believe in him. He's got the makings of a true hero."  
Midoriya looked up at him in surprise.

"I can't wait to see what you become, Izuku," Peter smiled, "Not only do you have a lot of power, but a lot of heart too. It takes a real hero to sacrifice your own safety to help someone. You knew your body would break and you kept going anyway. That's what makes a hero, not some written exam."

He smiled, giving Peter a nod as he started to cry.

"Quit with the water works Midoriya. You're bound to run out of tears eventually," All Might stood from his seat, "young Parker, why don't you get ready for your next class and join up with the other students. We can talk more later."

Peter nodded and stood from the bed, making his way to the door. Just before he left, he looked to Izuku and said "Don't beat yourself up. You're going to be an awesome hero, especially with someone like All Might teaching you."

He left and shut the door tight, leaving the two remaining heroes alone.

"I'm sorry, All Might," Izuku said, gaining his mentors attention, "I didn't mean to give you away like that. I panicked and revealed you to him, when I should have been more careful."

All Might sighed, "It's alright, Midoriya. He doesn't know everything, anyway. Just the stuff about me and my true form. We're lucky that he's so understanding, he seems like a good kid. Though, I wouldn't doubt if he one days finds out about One For All."

"What do you mean? You're …worried I tell him?"

"No, I just think he seems pretty smart. He'll probably put the pieces together," He leaned in, pushing his chair closer, "I also think he's a great opportunity for you. He's a rookie hero like you but has a lot of experience fighting villains. I saw the way he moved and the things he did during the obstacle course. Not only is he strong, but he's wise. I know this from when he rescued Mina Ashido from the sinkhole. He didn't need to, yet he put in the extra effort to save her. Then there was when he aided you in the explosive section, and when he teamed with you to destroy the massive boulder. His first concern is helping people and doing what he feels is right. I suggest spending more time with him and let him rub off on you."

Midoriya listened carefully to All Might's words and nodded in understanding. It was true that he respected Peter for his actions and bravery, and everything he did made him want to learn more. He was starting to become someone to look up to, despite only knowing him for a day. He admired his determination to be the best version of himself no matter who stands apposed.

' _That's what it means to be a hero'_ Midoriya thought, ' _Maybe there_ is _a lot I can learn from him.'_

His phone suddenly rang, sitting on the small table next to the bed. Midoriya picked it up and looked at the caller I.D. Curiously, he answered, "Mom? Why are you calling during school?"

All Might couldn't make out the conversation, only being able to hear Midoriya's side of it.

"They did? Well what did they ask? …Oh, really? And you said …only If I want to. Right …" Midoriya looked out the window, "I mean …. yes, he is, great even. But why would we …Ooh, I see," he smiled, "Well then, how can we say no? Tell them it's a yes."

Peter made his way back to class 1-A, where all the students had been chatting with each other. The moment he had entered the room, Ururaka came running to him in a panic, "How's Deku? Is he doing alright?"  
She looked quite worried about Itsuki, however the name 'Deku' caught him off guard, "You too? Why do you and Bakugo call him Deku?"  
She tilted her head to the side, then back again, "Oh! Sorry, it's a nickname Bakugo has always called him for some reason. Deku said it was an insult, but I always thought it was kind of cute. So, he lets me call him that, and it's not really an insult anymore!"

"I see," he responded, "'Deku' is doing fine. Recovery Girl patched him up."

Ururaka sighed in relief, making Peter grin. He had a feeling she was worrying because she liked him more than what was let on. It was kind of cute, they seemed like they would make a great couple. Even just listening to them talk during lunch, their chemistry with each other was obvious. Maybe she had pink cheeks because she was always thinking of him. More likely it could be makeup, but the thought makes him smile.

"Peter!" Mina shouted, running over to him, "You and Midoriya were awesome during the obstacle course! That combo you did when you swung him in the air was so cool!" She hugged him quickly, letting go not a few seconds after, "And thanks again for saving me from that sinkhole! I owe you two now!"

Peter laughed, "You're very welcome, Mina. Classmate courtesy, you know?"

"Aww, you sure its not because I'm so darn cute?" She winked, putting a finger to her cheek.

Peter blushed awkwardly, turning away from her, "Eh heh, let's not get into that please."

" _I'll crush you, you bug!"_

A digital voice suddenly caught the arachnid's attention. The sound came from one of the student's phones and was blaring rather loudly. He heard his own webs firing off as well, leading him to a few suspicions. Walking over, he peered over their shoulders and saw footage of the Rhino attack from earlier. The footage was shaky, likely because it was filmed by one of the students.  
"You filmed it?" Peter asked and startled Denki, who had been holding the phone.

"I couldn't help it, it was too cool!" he exclaimed, "You were just so awesome man! I mean look at this!"

He rewinds the footage to where Spider-Man stopped The Rhino from hitting Midoriya.

"Poor Izuku looks terrified!" He said, laughing.

When something in the footage caught his eye, Peter's eyes widened. Quickly he yanked the phone out of Denki's hands and moved a small distance from them.

"Hey!" He shouted, "That's my phone!"

"Give me a second," He dismissed him, pausing and rewinding the footage to get a good angle. It took a bit of adjusting, but eventually he got a clear enough image. In the distance from where the fight had been happening, there was a humanoid figure in the sky. It was hard to tell, but the shape of the arms reminded him of a bird of some kind. Perhaps some kind of eagle, or crow.

Or a vulture.

Denki yanked the phone out of Peters hands, "Just asked next time man."

"Sorry…" He replied, sounded somewhat spooked.

"You ok man? You don't look too hot."

Taking a deep breath, Peter nodded, "Yeah, sorry I just got a little carried away."

It was a lie, but a necessary one. Peter recognized that shape anywhere, it was famous to one of his worst foes. Now he knew for sure that more than just Rhino was here. He was too distracted by the fight to see Vulture lingering in the distance. His best theory is that Goblin used the space stone to travel back to his world and grab them, how he did it so quickly however is a mystery. Then again, it was daytime when Peter appeared here, so perhaps his trip here was slower than Goblins. It made the most sense, since traveling through space was a tricky concept, especially when it was bent to do so.

The end of the school day came and went, and Peter was worn out. Since he had technically been up for two days straight, he was beyond tired. He still didn't have a place to go, however, so he simply hung out at school for a bit. Using his adhesive powers, he stuck to the wall of the school outside, sitting a few floors up and watching the sun descend. The city was rather beautiful at this time of night, and it made him want to explore it as much as possible. Normally after school, he would head home back to his aunt. But he couldn't, because he wasn't home. Aunt May must be so worried about him since he didn't come home from school. He hadn't really had time to think about that, about the people who would miss him while he's here. It's a horrible feeling when you know people are hurting and you can't do anything about it.

' _Aunt May, I promise I'll come back to you',_ He clenched his fist, holding the infinity stone that he retrieved along with his gear after school, _'Somehow, I'll make it back. I'm just gonna be away for a little while. I hope you can manage without me until I come home. I miss you.'_

"Hey! Peter!" shouted a voice below. Looking down at the ground, Peter saw Midoriya waving to him with a smile, dressed back into his school uniform. All the other students had gone home now except for those two. Peter carefully crawled down the wall and met him on the ground, jumping the last few yards.  
"Hey, Izuku," He greeted, "What are you still doing here?"

"I wanted to ask you something important," he grinned, "The school called my mom and asked her about it, then she called _me_ while I was still in the infirmary and asked me about. And thinking it over it seemed like a good idea."

"What does?"

"I was wondering … if you wanted to come and live with me?"

Peter did a double take, making sure he heard him right, "What did you say?"

"The school was calling the parents of class 1-A's students and asking them if they would like to give you residence, since you have no where to live. They got to my mom and then she called me. Now, here I am asking _you._ I figure it's a good way to repay you for everything you did for us today. You saved me from that rhino guy this morning, and you helped me pass the obstacle course. There isn't a lot I can do to return the favor except offer you a home. So, uh …" he held out his hand, a nervous look on his face, "Would you like to be my roommate?"

It was hard to believe that after just one day, Midoriya felt Peter was someone he could trust. It seemed almost too fast. But in a way, it made sense. He did do a lot for them in just one day, so their trust in him must have skyrocketed. And it was likely Midoriya's mom would get paid for housing him, so she probably could use the money. And a place to live would be pretty good right about now, so he needs to take advantage of his opportunities.

With a bright smile, Peter shook his hand, "Sure, roommate."

Izuku opened the door for his roommate, letting him be the first to walk into his new home. The inside of the house was nice and held a very friendly and safe vibe. The kitchen table and living area were in the same room, and the colors of the wall and floor blended well. The room looked like it had been cleaned recently, with many of the surfaces shining abnormally. Izukus mother must have prepared for his arrival after receiving the call from the school, "So, this is my house," Izuku said, "Mom said we have an air mattress for you, and we can set it up in my room," He closed the door behind him, "Mom! We're home!"

"Coming!" a voice sang from the other room. There was a bit of a scuffle before the small woman finally entered proudly. She was about as tall as Itsuku was, with long dark hair just passed her shoulders. She didn't seem as fit as her son was of course, but that didn't matter. She still held a big smile on her face, as she walked up and shook Peters hand with joy, "It's very nice to meet you Peter, I'm Izuku's mother."

Peter happily shook her hand in return, giving her a warm smile, "It's a pleasure to meet you. I'm so sorry my residence here is thrown on you last minute. There was a problem with the papers, so my residency was never filled out and I feel really bad that your doing all this for me."

"Nonsense!" She exclaimed, "Izuku said nice things about you. I know it's only been one day, but he seems to trust you despite that. And I trust my son's opinion. Besides, you seem like a nice boy," She clapped her hands together, "We're going to be having dinner in a little bit. I'm just going to get started on it."

"I can help if you want."

"No no, it's quite alright Peter. But thank you for offering. Izuku can show you where you'll be sleeping, and I'll get started on dinner."

If Izukus mom was anything like his Aunt May, then her kindness would not take no for an answer.

"Alright, its your house Mrs. Midoriya," He sighed peacefully, "We'll just get me set up then."

With a friendly wave, Izuku lead Peter out of the living area as his mother started for the kitchen. She was grateful that Peter seemed like a nice enough boy, in fact he almost gave off the same vibe Izuku did. Perhaps because they were both young boys striving for the same goal to become great pro heroes. Truthfully, she took him on out of kindness, without really knowing much about him. That's why she needed to call Izuku, who she hoped had interacted with him. She can easily dissolve the residency if it doesn't work out, but hopefully it won't come to that.

Izuku opened the door to his room and walked inside, nearly tripping over the new air mattress set up by his mother, "So uh …don't judge me ok?"

Peter didn't know what he meant until he had walked into the room itself. The walls were decorated with 'All Might' merchandise. Posters, action figures, and other forms of content were scattered about the room. He wasn't too surprised, after all he had quite a few Avengers posters in his room back home.

"Wow," Peter said with a smile, "Keep this stuff long enough and you can sell if for a lot in 10 years' time."

Izuku had expected him to make fun of his 'obsession' with the hero All Might, but he felt relieved that Peter had taken a different route, "Yeah well, All Might has always been my idol since I was a kid. He inspires me to be a hero, so being trained by him has been a dream come true."

"I know the feeling," Peter replied, "I always admired Iron Man since I was little too. Once when I was young, there was this robot attack on the city. I was out with my Aunt and Uncle, and at the time I loved Iron Man so much that I was wearing his merchandise. I had on an Iron Man helmet and hand blaster and pretended that I was him. Thing was, the fun didn't last when one of those robots had approached me. I was scared of course, but I felt a bit stronger wearing that helmet. I thought that maybe if he couldn't see my face, then he'd think I _was_ Iron Man and run away.

"I lifted my hand to threaten a blast, and it just stared me down. But then, suddenly, a figure landed behind me. He blasts the robot down with one hit, then turns to face me. It was Iron man himself, standing over the destroyed robot. Just as he prepared to fly off back into the fight, he looked at me and said, 'nice work kid.'"

Izuku listened carefully to his story and noted how similar that they were. Izuku also used to wear All Might merchandise to feel powerful, it made him feel safer in the world.

"I loved heroes ever since then," Peter continued, "And I never forgot the feeling of wearing that helmet and feeling more powerful than Peter Parker ever could be. So, when I created my costume, I made sure to include a mask. So that no matter how weak I may feel, Spider-Man could be strong."

"I get that," Izuku said, "My costume is kind of like All Might's appearance too, at least around the mask. Pretending to be him made me feel strong as a kid. When he first appeared as a hero, he was saving a hundred people every 10 minutes. He made people feel hopeful again, and I wanted to be just like that. I wanted to give back to the world what All Might gave to me."

Peter sat down on the air mattress, gesturing Izuku to sit next to him. There was only a second of hesitation before he obliged and sat with him. Once he had, Peter placed a hand on his shoulder.

"Must have been crazy finding out about his true form, huh?" He asked.

"Yeah …" Izuku sulked, "It was kind of crazy …but I still respect him just as much, if not more than before! He's the gold standard for what a hero needs to be!"

"Maybe," Peter removed his hand, "But you're the gold standard for the hero _you_ need to be."

Izuku didn't have any more words after that. He hadn't found that many people who believed in him as much as Peter had, despite only knowing him for a day. Even then, he could tell their friendship was off to a good start.

"Izuku!" His mother called from the kitchen, "Can you help me set the table?"

"Sure thing!" he shouted back, standing from the mattress, "You can get yourself comfortable, I'll be back in a bit."

Just as Izuku left the room, Peter's expression had dropped.

Reaching for his back, he unzipped it and looked at the contents inside. The Reality Stone was sitting atop his classic suit and web shooters, glowing faintly against the fabric. The stone rested gently against the suits emblem, almost replacing it. Peter seemed to stare at it forever as its glow came and went like a heartbeat.  
Izuku was kind to let him into his home and give him a roof over his head. But whether he liked it or not, he had to keep secrets from them. With villains like Rhino and Vulture still out there somewhere, he knew he was the only one that could find and stop them. He couldn't let anyone else get involved with this conflict.

This was his war to fight, and his alone.

…

The woman sat on the edge of the building as the moon hung in the sky. The wind was blowing against her face, making her hair flow in the air. She listened to the sounds of the city coming from below, almost hypnotized by it. There was a sense of enjoyment listening to life take its course. The sounds of car horns, people talking, and lights flickering. In its own way, it was beautiful.

A burst of purple smoke emerged on the roof behind her. Revealed from it was the large green monster, wearing a golden gauntlet on his hand. His fists were clenched, and his eyebrows lowered as far as they could go, "We need to talk-"

"Shh," She said, holding up a single finger, "Listen to all of that. Down on the streets are thousands of people, thousands of lives. Isn't it amazing?"

"No," Goblin retorted, "They're pathetic, going about their dull lives, never to achieve anything."

"What's wrong with dull?" She smiled at him, "What's wrong with being normal? Some people just want to live the simple life. They just want to grow up, marry, have kids and work. And that's ok if that's all they want. Down there are thousands of lives, all happening at the same time. One man just got a promotion, the other just got married. One woman just got pregnant, another won a spelling bee. To each of them, their experience is their own. You must have _some_ kind of respect for that."

" _Respect_ is not why I'm here in this world," he scolded, "I am here for one purpose, and I can't achieve it so long as Parker lives!"

"Mmhm, I see. And what exactly do you want? To rule the world? To kill all of your enemies?"

Silence fell between them.

"Killing," She continued, "is that all you think about? You can achieve so much more with a little mercy."

"I have no _time_ for mercy!" he shouted, the stone on his gauntlet glowing and fire escaping his eyes.

"Mr. Osborn, please relax. I can assure you that I can get what you want without killing anyone. If you kill in this world, you'll have 20 Pro Heroes on you before you can even blink. This is not a world where brute force alone can always win. If you want proper navigation to victory, you need someone with a plan," She placed a hand on her chest, "That's me."

Goblin let out a sigh of smoke, relaxing himself, "What exactly is your plan, then?"

She stood from her spot, balancing on the edge and watching the cars drive by below.

"We'll have to pull a few strings."


	8. Drowning in guilt

The three of them laughed and talked at the table, sharing stories that brought smiles to their face. Izukus mother began to really enjoy Peter's company around the house. He was kind, and always did chores when he was asked to. He even chose to help with tasks that weren't his responsibility. Having someone around to share in Izukus passions and dreams had been nice for them.  
"My goodness, that is adorable!" Peter exclaimed, "He really did that?"

"He did!" Mrs. Midoryia confirmed, "I would pretend to be a damsel in distress, then little Izuku would burst in saying 'I am here!'"

Izuku blushed in embarrassment, nearly hiding his face, "Come on, mom. He didn't need to know that."

"Oh, I did, I so did. That made my day. I'm just picturing a tiny All Might now, beating up bad guys twice his size. And imagine his voice is high pitched when he speaks!"

They burst out into laughter, Izuku the most of the three, "That would be adorably terrifying!"

Mrs. Midoriya looked at the time, and picked her plate off the table, "It's getting late. You two should go to bed so you can have your rest for tomorrow."

They both smiled and picked up their plates, "Ok, thank you for dinner Mrs. Midoryia."

"My pleasure, Peter. If you like, I can finally let you help with dinner tomorrow."

His eyes lit up, "That would be great!"

Peter stretched his arms and let himself fall onto the air mattress and bouncing a few times. His head landed directly on the pillow, feeling a surge of comfort through his body. Letting out a sigh, he put his hands behind his head and stared at the ceiling. It had been a long day today and he was glad to finally rest.

"You seem tired," Izuku said as he walked into the room and shutting off the light, "You going to be alright for tomorrow?"

"Oh totally," Peter replied, "Todays class was just tiring. Too much weight lifting, not enough thinking. My muscles just hurt," He turned his head to him, "We have that rescue course tomorrow right? Those are always fun."

"Definitely!" Izuku jumped onto his bed, climbing under the covers, "So, we better get some sleep."

"Sure thing. Goodnight Izuku."

"Goodnight Peter."

Izuku pulled his overs to his shoulders and rested his head on the pillow, turning his body away and gently closed his eyes. As he drifted off into sleep, Peter continued to stare at the ceiling with a blank expression. It wasn't until he knew his roommate was asleep that he finally got out of bed. He grabbed his bag and threw it over his shoulder, checking to make sure his costume and gear was inside. Quietly he opened the window of the room, looking back at Izuku one last time before he leapt out into the night.

It had been more than a week since his arrival to the new world of heroes and super powers. Much like his own world, this one felt like a comic book had come to life. He's always hearing about heroes on the morning news, sometimes even on talk shows. Very few heroes back home were on talk shows often, then again image here is a lot more important. A hero's entire career may rely on how the public views them based off their acts, looks, or words. They're essentially a new breed of celebrity. He wasn't quite used to that sort of thing yet.

Leaping into the air, the arachnid hero landed and flipped into a shoulder roll. He continued this pattern over and over, jumping from each rooftop. After getting used to using his Nano-Suit in class, he realized how different it was from his classic costume. The nano-suit could bend and shape itself with every movement Peter had made, while his classic suit was fixed on its shape. Still, wearing it again gave him a sense of home, since its one constant he's had since ending up here. Making a new mask wasn't difficult either, just tedious. The only chances he had to work on it were when Izuku was out of the house or staying after school to train more. He hated keeping secrets from the people giving him a home, but it was necessary.

He landed on the next rooftop, his feet planted into a puddle. The splash got all over his boots, causing him to finally stop and take a breather. It was late at night, where the city was the liveliest. He took a moment to look over the ledge and admire the streets below. Even though he still couldn't read Japanese, he had started to recognize a few of the letters and symbols. Specifically, he knew when something was either casual or not, or when something related to a type of subject. He had planned to get a tutor from the school to teach him how to read in their language. It would make things a lot easier for him.

His spider-sense suddenly goes off, making him do a 360 turn. The danger didn't seem to be directly around him, so something about the environment must have changed suddenly. Quickly he shot a web and zipped himself over to the next roof, performing a quick front flip and landing with his heels together. He squatted on the ledge, looking down at the streets and scanned it for anything strange.

It was then he spotted a familiar face. He recognized her by her orange hair tied in a pony tail. Down on the street below walked Itsuka Kendo, the girl he had met in the hall on his first day. She was dressed in a casual outfit consisting of a blue skirt, tang top and black collar jacket. He wondered what she had been doing out this late at night. The current time was close to midnight, and they had school early the next day. Most students would either be sleeping or studying right now, so what was she doing out at this time of night?

He wondered if it was a coincidence that his spider-sense goes off, leading him to spot Kendo. He went with his gut and stuck to a building wall high above her, following her closely. It almost made him feel like a stalker, which would make an awkward conversation if he was spotted.

Kendo stopped just in front of an alleyway, a sudden chill going down her back. She looked around and tried to find the source of her paranoia. All she could see were cars and people walking by, but she could feel something else entirely. Peter had felt it as well, like the air suddenly got moist. True, it had rained earlier that day, but this felt different to them.

A puddle began to grow on the ground, coming from the alleyway. It reached Kendo's foot and soaked her shoe.

"Ugh, come on!" She groaned as she pulled her foot out of the puddle, only to find the water floated with it.

The water suddenly formed into a hand and grabbed her ankle. She screamed as she was pulled quickly into the alleyway.

Spider-Man leapt from the ledge and shot out a web, swinging down into the alleyway. Just as his momentum started going up, a sudden blast of water sent him straight to the ground and soaked his costume.  
Spider-Man coughed out water as he got to his feet, "Ah geez! Now I need to wash this!"

He held his head as his spider-sense continuously went off. In front of him was a man wearing a deep blue shirt and casual pants. His arm was held up, and it turned to water further down the arm. The water he created wrapped around Kendo's head, holding her above the ground.

"Good to see you, Web Head," The man said.

"Hydro Man, this seems a bit below you," he retorted, "I figured the worst you did was ruin people's laundry. Though, that alone is still cruel and mean you sadistic jerk, don't think that I don't remember what you did to my costume during winter!"

"I suggest you take a few steps back, otherwise I'll drown this pretty little face."

Kendo struggled to hold her breath, her cheeks filled with air as she held her neck with one hand and attempted to tear away the water with the other.

"Come on Morris, she may be a tall glass of water, but she's more palm springs while you're tap."

"You want her? Come get her."

He reached into his belt that was hidden under his costume, pulling out a small pellet and clenching it tight in his fist. With his other hand he shot a web behind Hydro Man and pulled himself forward. Morris turned his other hand to water and formed a fist, throwing it straight for the web head. Their fists collided, and Spider-Mans hand got stuck inside the liquid, "Got you!" Spider-Man said, crushing the pellet in his hand and quickly opening it back up. The web fluid inside suddenly expanded inside Hydro Mans aqua fist, growing up the inside of his arm.

He threw Spider-Man to the side and attempted to shade the webs out of his arm. The panic forced him to drop Kendo, who fell to her knees and cough out water that went up her nose. The web reached Morris's shoulder, just where the water met his skin. His arm suddenly stuck to a nearby wall while trying to shake off the webs.

"Kendo!" Spider-Man lifted her to her feet, "Time to go!"

Kendo coughed, barely opening her eyes as they were still in pain, "P-Peter?"

"Not so fast!" Shouted Hydro Man as his other fist turned to water and shot toward them, stretching a great distance. Spider-Man grabbed Kendo and jumped into the air. He bounced from wall to wall and made his way up the building. Hydro Mans water fist followed them as high as it could but eventually stopped just as they reached the roof.  
He set Kendo down for a moment, looking her over and putting a hand on her cheek, "Hey, come on. Keep your eyes open Kendo, focus on my thankfully dry costume."

She blinked a few times, finally regaining her vision, "Peter? Is that you? What …what are you doing here?"

"Uh … well," He said awkwardly, "It's complicated. Right now, we need to get some distance between us and Hydro Man. Can you stand?"

She grabbed onto his shoulder and tried to pull herself up. She was still weak but still managed to stand up straight, if not a little off balance.

"It won't take him long to break free," He warned, "We need to get moving."

A pillar of water suddenly shot up into the air, startling the young heroes. Quickly Spider-Man picked Kendo up and jumped off the roof as the water followed them through the air. He began to web-sling over the city, his momentum weighed down by the extra passenger.  
"What does he want from you, Kendo? I mean, besides your charm!" Spider-Man shouted over the wind.

"I don't know!" She shouted back, "I've never seen him before! Have you?!"

"Uh …not relevant."

"That's _very_ relevant!"

Spider-Man pushed his foot off a building and sharply changed his directions, taking a left turn onto the next street. The sudden pace change made the pillar of water crash into a wall and fall to the ground.  
He continued to web-sling and finally gain more distance between him and his enemy, "You have to think, Kendo! Why would someone come after you?! Did anything happen recently that you're not telling me?! Anything at all?! Did you …I don't know, leave the faucet on?"

She thought about this for a moment, and a thought came to her, "No, but …hold on."

He parked them on the roof of another building, far away and hidden from their hunter. Kendo took a moment to adjust herself and regain her composure. Once she had, she reached her hand into her pocket and pulled out a small brown cloth bag. It was tied together with a string that was woven in with it.

"I found this in the street today and put it in this bag. It looked important."

She carefully undid the strings and opened the bag. Inside looked a familiar yet distinctive object. Sitting at the bottom of the bag was a crimson stone, not to different in detail from the golden glow that was the reality stone. This one held a more condense and dangerous power as he recognized it to be the Power Stone. Unlike its golden brother, this crimson monster can boost the ability of its user. At its full potential it can even grant the user omnipotence.

"Where …how did you get this?" Spider-Man asked, hovering his hands around the bag.

"It was lying in the street. I didn't know if it belonged to someone, but it looks expensive. I was on my way to take it to the station and turn it in, hoping that the police could find the owner," She eyed him curiously, "You seem to know what it is. Is it yours?"

Without warning he takes the bag from her, taking a moment to inspect the object in more detail. It almost looked like a ball of fire trapped ironically behind cloth. He was thankful that Kendo hadn't figured out how to use it, or even know what it was.

"Peter are you going to answer me?" She asked again, "Just what is going on? Is that stone what the water villain is after?"

"Uh," He tripped over his words, "Let's worry about that later."

Tying the bag tightly, he placed it against his waist and webbed it, sticking it perfectly to his suit.

"Hey! I just bought that bag!" She scolded.

"I'll buy you a new one. Right now, we need to- Look out!"

He pushed Kendo to the side just as a heavy stream of water collided with his chest, sending him flying to the other side of the roof. He hit the ground with a thud and just barely managed to stay on all fours. Hydro Man landed on the roof with his fist transformed into water as he approached the arachnid slowly.

"I'll be taking that stone now, bug!"

"*cough* Arachnid! Someone please get that right! *cough*"

Hydro man readied his fist and pointed it at the young hero, "I'm gonna enjoy killing you, kid."

"Then you, my friend *cough* need a therapist."

He fired the aquatic fist at his target and expected an easy kill. However just as it reached him, a massive hand suddenly expanded and covered them like a shield. Spider-Man looked up and saw Kendo kneeling above him, her hand having grown six sizes larger and stopping the water from hitting them. She struggled to get to her feet and push back against the villain as Spider-Man stood up as well.

"You ok?" She asked him, barely managing to block all the water.

"Yeah, I'm ok. Just don't move," He shifts himself closer to her and aims his arm over her shoulder. His left eye closes as he aligns the center of his wrist with Hydro Man. A small web bullet fires off and smacks the villain in the face, cutting off his stream of water. Hydro Man cried out in shock and pain as he attempted to pull the webs off. In this moment of distraction, Spider-Man picked Kendo up and leapt over the edge of the roof. He spared no hesitation in web slinging the pair as far as he could.

Making one more powerful leap, Spider-Man brought himself and Kendo into a dark alley and climbed up the side of the wall. He found the darkest corner and held Kendo against the wall with one hand, shielding her with the other as he remained as close to her body as he could without contact.

"Keep your voice low," he whispered, "And don't move."

Her heart was beating too fast from the adrenaline. She tried to slow her breathing, but it made her chest hurt. She needed to find something to focus on and calm her down. That's when he realized how close Peter was to her. Their chests were just an inch from touching one another. She hadn't been this close to someone before, much less a boy her age. It caused the blood to rush to her cheeks, but at least managed to take her mind off the immediate danger. She wasn't going to scold him for being so close, after all he was trying to protect her.

Hydro Man came flying across the streets, looking around the area for his targets, "Come on out, heroes! I'm not gonna hurt ya! Hand over the stone and the girl goes free!"

Her breathing sped up again, fearing interaction with the mysterious villain. In seeing her panic, Spider-Man held the side of her head.

"Kendo, it's going to be ok," Peter slowly moved his hand up to his masked and removed it, placing it gently on her shoulder. He locked eyes with her and held the side of her head, his fingers running through her hair, "Just focus on me, ok?"

Though her chin quivered, she managed to calm herself down again. This was the first time she had seen his face, despite meeting him a week prior. His gentle brown eyes soothed her and relaxed her heartrate. She finally allowed her shoulders to slump and release their tension, letting her head fall back.

Hydro Man finally grew bored and stormed down the street, setting off a few car alarms. Once he was sure that he was gone, Peter grabbed Kendo and brought them to the ground by a web.

"Peter …" She started as she took the mask off her shoulder and stared at it, then at him, "What's going on? Who was that guy? What does he want with that stupid stone? And why are you dressed up like that?"

He rubbed the back of his neck, just barely avoiding her gaze, "It's …a bit of a long story. I can't really explain it."

"Well try to."

"Basically, you're right. That guy wanted the stone and he's not the only one. I need to keep it out of their reach."

"Why _you_? Why not leave it to the police?"

Peter sighed, "Because the police don't know what their up against. It's complicated."

"You can't go out fighting villains!" She scolded, "You're a student at U.A High School! You don't have your heroes license yet! If you get caught, you could be sent to jail!"

"I'm used to that," He retorted, "And I'm aware of the risks. But I have to do this myself."

"Why?!"

"Because It's _my_ war!" he shouted, startling her, "These are _my_ enemies and I brought them here! Its my fault! So, I must be the one to fix it and stop them from hurting people! I don't care if I don't have a license. A hero doesn't wait to act!"

"It's _illegal_ to act!"

"I know! And I don't care! I'm going to keep doing this and …and I need to not to tell anyone."

She turned away in disbelief, crossing her arms in thought.

"Kendo, please," Begged Peter, "You can't say anything about this. I saved your life, you owe me."

It was true that he did save her, despite not having to. Its not that she didn't admire what he was doing. He felt responsible and just wanted to make it right. If she could, she would probably be doing the exact same thing and take out bad guys. The problem is that it's not so simple. She didn't want Peter getting caught by the police and arrested for trying to do the right thing.

"Peter …" She began, "I don't …Look I admire what you're doing, and I get it. But the police will come after you if you get caught. If they catch you, you'll do time in jail. Its just how the law goes."

"I can't worry about the law if people are going to get hurt."

His retorts stopped her at every turn, and she was running out of options. She wasn't sure if she could live with the guilt, knowing that he would be out here fighting villains illegally. The thought of him going behind bars pained her, especially if she could stop it.

Kendo locks eyes with Peter and looks at him sternly, "I just …need time to think about this. Find me tomorrow at school, and we can talk about this then …ok?"

He understood why she was being so cautious. Doing hero work without a license was punishable with jail time. It wasn't likely that he would be able to convince her to change her mind right now with adrenaline still pumping through her system. A night of sleep might be the best option.

"Ok, we'll talk about this in the morning," he said, carefully taking the mask out of her hands and pulling it over his head, "Kendo…you need to understand that the world won't wait for you."

Spider-Man leapt into the air and swung away, leaving her by herself. She held her arms against the cold of the night as she tried to process all that had happened. What he's been doing is clearly illegal. The logical move is to call the police and tell them what's been happening. If she does that however, Peter will be arrested and his career as a hero will be put to a stop. It's one thing if it was a total stranger, but this is someone she knew. They weren't all that close, but he was still her school-mate. Would it really be fair to just turn him in like that?  
She just needed time to think. A night of rest should do her some good.

Kendo returned to her home and went straight to her room, collapsing onto the bed. She wished she had never picked up that stone. If she hadn't, she never would have found out about Peter's nightly trips of heroism. It would be so much easier if she was oblivious to it all. Of course, she could pretend to not know. However, the guilt would be too much for her to bear eventually. Trying to keep a secret like that would break her. At the same time, its not so easy to just tell the police when the person involved is someone like Peter.

He's kind, and always does what he believes is right. It was clear by the way he spoke that he wasn't doing this for fame or thrill. He was doing it because he truly believed that It was the right thing to do. If she was to be perfectly honest with herself, she admired that about him very much. But she knew that what he was doing was wrong, she just wished turning him in didn't have to be the only option.

Then again, maybe it didn't.

The young night turned old and grey, leaving behind a sun to carry its memory. The sky lit up orange and guided the students of U.A to the school. Peter and Izuku were walking together like they always had. However, something about Peter seemed off. He wasn't as talkative as he usually was with Izuku. Instead he was quiet and reserved, choosing to keep his eyes on the ground rather than what's ahead of him.

"Peter? Are you ok?" Izuku asked, snapping him out of his funk.

"What?! Oh! Yeah. Sorry, I just didn't get a lot of sleep last night," He laughed nervously.

"Really? Well that's a bummer. You might want to have an energy drink before class or something to be safe. Don't want you falling asleep during rescue training."

Peter nodded and attempted to fake a casual look as he kept his eyes forward. It was only then that he noticed the orange haired girl walking a few yards in front of him. She seemed to have the same vibe that he was giving off. He didn't think he'd see her until they were in the school building, but perhaps this was a good opportunity.

"I'm gonna go talk to someone," Peter said, not giving Izuku time to answer as he darted forward.

"Kendo!" He called out, making her stop in her tracks and turn to face Peter. Her expression was of sadness, she clearly had a lot on her mind since the night before, "Kendo," Peter continued, "We should talk …about last night."

"I gave it some thought," Kendo stated, "And I'm willing to let what I know slide on one condition."

"What's the condition."

She took a step toward him, being almost as close as they were the previous night, "I need you to stop."

Peter looked dumbfounded, "What?"

"I'll forget about your trips through the night If you stop them entirely. I truly believe that what you were doing was noble, and I admire it. Really, I do. But if you go to jail because of this, and I didn't do anything to stop it …" She looked away, her eyes becoming glossy, "I couldn't live with myself."

He knew where she was coming from. She has this power inside of her, and she wanted to use it to do the right thing. If she didn't and something terrible happened, it would feel as though it was because of her. Should there be anything in this world that he understood, it was that when you have great power, it also comes with great responsibility.

"…Ok," He said quietly, "I'll …I'll stop."

She looked back at him, smiling brightly, "Thank you, Peter. I'm sorry to have to be the one to burst your bubble, but I just want you to be safe. Please …please don't hate me."

Peter suddenly pulled her in and gave her a warm hug, his hand on the back of her head, "I don't hate you, Kendo."

Her faced turned red as she hugged him back, feeling the weight in her throat finally fade away.

"Uh, guys?"

They both turned to face Izuku, who just started to reach them on his walk, "We don't want to be late."

"Right!" Peter said as he let Kendo go, "Let's get going!"

Kendo smiled, staying at Peter's side as they walked. It may have been an awkward silence for the rest of the trip to school, but at least she felt like she had done something right.

Even though Peter had a smile on his face, inside he was hurting. If there was one necessary crime he hated to commit, it was lying.


	9. Blinded

_Somewhere Unknown_

Goblin paced around the large empty room, fiddling with the gauntlet resting around his hand. He still only owned one of the six stones that he required, and two were so easily within grasp. All he had to do was one thing; Kill Parker and take the stones from his possession. However, his _partner_ has other plans for getting the stones. She always sounded so calm and calculated, almost happy when she spoke. It was as if this woman had no worries weighing her down. She seemed to know exactly where all the pieces needed to be for this to work. He admired how planned out she was, but he did not agree with one rule. He wanted to kill Spider-Man, and she said no.

She didn't understand, that's all. She doesn't understand how troublesome the wall-crawler was. He stopped him at every turn, despite being weaker and slower than he was. In this world, Goblin has the element of surprise. He could kill him without much effort, especially with the forces he has collected. But she always says no, and that they need him alive. He disagreed with her opinion, and it was finally time he acted on it.

 _Meanwhile_

For class, they were brought to what All Might had called "Ground Beta". It looked identical to that of a small city down to the tiniest detail. The students were brought in wearing their costumes, then spit up into two group types. One group would be the heroes, the other would act as the villains. The heroes' goal was to rescue the hostages without letting the villains stop you, and the villains must maintain the hostages until the timer goes off.

Spider-Man leapt into the air, finding his agility to be supreme in his nano-suit. His feet stuck to a building wall as the student's fist went flying into the ground. The student's skin while maintaining its overall appearance looked to harden like stone or iron. His costume consisted of no shirt, only a thick material dressed over his shoulders. He seemed to have been wearing a crimson cloth around his waist that almost dangled like a cape. His pants and shoes were black while they paralleled to his fiery red hair.

"You missed, Kirishima!" Spider-Man shouted down to him, "You're lucky your body can harden, or that punch would have hurt!"

Kirishima shoot his fist and chuckled, "I'll get you eventually, arachnid!"

"Well at least you're insulting me correctly," Spider-Man shot a web into the air and swung over Kirishima, landing on the ground just a few yards away. Pushing off his heals, he propelled forward and charged at Kirishima with blinding force. His opponents skin quickly hardened as he threw the first punch. Making contact felt exactly like punching metal and sent pain through the spider's fist. Still he continued his assault of kicks and punches against his enemy, forcing him to start moving backwards. Kirishima kept his arms up, guarding his face from most of the blows.

Elsewhere in a large computer room, the rest of the students seemed to have been watching them on a massive monitor. No audio was coming through, only the visuals of every major part of the false city. Right now, everyone's focus seemed to be on the fight between Peter and Kirishima.

"Peter's gonna wear him down eventually," Said Mina, "Kirishima can only hold his skin like that for so long before he gives out."

"Meanwhile," Momo added, "Peter has the superior stamina as well as strength. As far as one on one fights go, Peter has the clear advantage."

"It's not just about that though," Izuku jumped in, "As long as Peter fights Kirishima, he can't focus on the hostages. While Peter has increased strength and agility, Kirishima can still hold out for a little while. By the time he finally beats him, I don't know if he'll have enough time left to save the hostages."

"Indeed!" All Might exclaimed, "Perhaps its Peter who needs to think his way through the fight!"

"Yeah but …" Izuku looked concerned suddenly, "He seems distracted. Since I live with him, I kind of know how he is when he's focused. And … he doesn't look focused."

"What do you mean?" Mina asked.

"I mean Peter always focuses on saving the people in danger. He can easily get away from Kirishima and rescue them, but he's focusing on trying to beat him in a fight. I'm just wondering why he's wasting so much time. It's like he's not thinking straight right now."

"Did anything happen recently?" Momo asked him, "To distract him, I mean."

"Well …actually, something weird happened this morning. We were on our way to school when Peter spotted one of the students from Class 1-B. I don't remember what her name was, but he rushed over to talk to her. And even then, he had been acting strange all morning. I'm wondering if she's connected somehow."

"Which student was it?"

"She had …orange hair, tied into a pony-tail. And blue eyes too."

Momo nodded, crossing her arms and looking down at the surface of the floor. Peter was normally one to be focused when it came to classes just like she was. He was intelligent and tactical, and he always had a smart way out of things. Despite his powers, he always put his brains first. She admired that about him. So, if something has suddenly changed, it's a raise for concern. What could the girl from Class 1-B have to do with his sudden change in attitude?

Peter flipped over Kirishima and webbed him in the back, sticking his arms together. He couldn't escape it no matter how hard he struggled. Just as he turned around to face him, Kirishima was met with a powerful fist to the face that sent him directly onto the concrete.

"That wasn't so hard," Chuckled Spider-Man.

From the speakers high above in the buildings rung a massive alert sound, almost like a fire alarm that caused him to recoil. The voice of All Might rang high above, "Time is up! The winner is Kirishima! Hero loses!"

"What?!" Shouted Spider-Man, "I thought I had more time!"

"Uh …Pete," Kirishima called out, "Can you get these things off me?"

Momo watched the screen intently as Spider-Man was in distress over his loss. The fact that he lost wasn't what bothered her, rather it was _why_ he lost. He could have webbed up Kirishima and rescued the hostages in the first 5 minutes. He had 15 minutes to complete the task. Why was he so distracted? Was he angry? Did he focus on fighting because he needed to vent out his frustrations? What was going through his mind?  
Whatever it was, the girl from class 1-B had something to do with it.

It was the end of the day now and everyone had begun to go home. While most people found their friends and started for the gate, Momo had a different goal in mind. She wandered around the front of the school and looked at the appearances of many of the students as they left. It wasn't until she reached the fountain that she spotted someone matching what Izuku described. She was looking at her phone, oblivious to the world around her. Momo didn't know why she was going out of her way for this, but that didn't matter as she approached the table.

"Excuse me?" She asked as she came up, "Are you from class 1-B?"

Kendo put down her phone and turned her head to the stranger, tilting her head, "Yeah, why do you ask?"

"Do you know someone named Peter Parker by any chance?"

Kendo's eyebrows went up as the familiar name rang through her ears. Her mind went straight into the memories of last night, being the most recent and strongest thoughts that she had concerning him. Kendo attempted to keep a level face, not showing any sign of panic or worry, "We've talked once or twice. Why?"

"I want to talk to you about him. In _private._ "

She sounded serious, and Kendo wasn't in the mood to start any kind of scene. Stuffing her phone into her pocket, she followed Momo back into the empty school.  
They closed the doors tight and gave the silence a moment to settle in. Finally, Momo was the first to speak.

"Peter Parker is a brilliant student," She started, "He's focused on his work, yet learns to have fun with it. In most of the heroics classes we've had over the passed week, Peter Parker has excelled in his performance even if he fails to complete his goal."

Kendo looked at her with a puzzled look, "I haven't seen it for myself but I'm sure he's a great student. Why are you telling me this?"

"Because today it was different. He was unfocused and reckless. Today's goal was a rescue, and his focus was more on fighting his enemy. Normally saving people comes first, but not today. Today he was angry because something was on his mind, and that brings me to why we're here. I know you talked to him this morning, and this change in him only took place today. I want to know what you were talking about."

Kendo's eyes widened as she tried to think of what to say. She couldn't tell her what they talked about because she swore to keep it a secret. Peter was a good guy, and it would be wrong to turn him in like that despite what he may have done. But this confrontation does put light on how Peter is really taking this. He seemed ok with ending his crusade when she confronted him. Could he have been lying about how he was taking it? He seemed happy, or at least at peace.

"I …we were just talking," Kendo started, "He asked me how my morning was. That's it. After that we just walked to school together. Whatever is going on with him, it has nothing to do with me."

There was a faint ripple in Kendo's voice, as if she was startled. It was quiet, but not enough to evade Momo's radar.

"When it comes to the stability of my classmates, it's my duty to take action as the vice representative," Momo stated, stepping toward her, "Please. I'm not trying to criminalize you. I'm trying to help my classmate and friend. If there's anything you're not telling me, don't hold back."

Kendo was running out of words to combat her with. It was clear now that Peter wasn't honest about how he felt, and this was her fault. If she told Momo the truth, it would only make things worse. No, she needed to take care of this herself.

"I'm really not sure," Kendo said, "But I'll talk to him about it and see what I can find out. Okay?"

Momo squinted her eyes at her, then sighed, "Fine. Thank you for your time, and I apologize for causing a disruption to your day."

Momo left without another word, and Kendo stood there with a hand on her chest. Her heart was beating fast from the fear. The weight she thought was lifted from her conscious was now right back where it was. Th only way to remove it was to fix things with Peter. The problem was that her view on the situation hasn't changed, no matter how much she wishes the law was different. Still, the best thing to do is to talk to him and figure out a solution.

She figured that he couldn't have gotten far after school had ended. All she did was trace back where they had walked when they met this early morning. Thankfully she had found him walking on the sidewalk with Izuku Midoryia. She assumed there was a reason they were always together, she just never bothered to ask about it. As she was about to approach them, Kendo suddenly stopped. If Peter really was upset about this, wouldn't that make her the last person he'd want to see? What if whatever she says turns up useless in his eyes?  
No, that doesn't seem like the kind of person he is. Taking a deep breath, she approached them and tapped Peter's shoulder.

Peter turned around and stopped, his eyes widening in surprise, "Kendo, hi. What are you-"

"I want to talk to you," She cut in, "To …sort things out."

Giving her a strange look, he nodded and gestured Izuku to go on without him. Kendo and Peter began to walk in the opposite direction as she stayed close to him.

"I wanted to apologize," She started, "I didn't see how upset that you were. One of your classmates told me how distracted you were today, and I can't help but feel that …it's my fault."

"Kendo-"

"You were following your heart, and I didn't really think about that. I know what you were doing was noble, and I shoved it back in your face. So …I'm sorry."

Peter took a moment to absorb her words as he stared at his feet. The walls that protected him emotionally had broken down and he finally looked genuinely upset. Of course, he appreciated her apology and commitment to her morals. The situation however was still difficult and fragile.

"I know you still want to do something to help, and I get it," Kendo continued, "We can't fight the villains whether we like it or not. But ... well you don't have to."

"What do you mean?"

"You can go to the police station and tell them all about the villains you saw. They'll be on the look out for them, and Pro heroes can stop them. You know what they look like right? Not just the water villain? You did say there were others."

"Yeah, I did."

"And they want those stones too. The police and the Pro's can stop them."

Peter stopped walking, causing Kendo to come to a halt as well, "Kendo," he said, "Those stones …no one can have them, not even me. I plan to return them to the vault they came from."

"You don't have to though. The police and the pro's can handle it as long as you tell them everything. It's the best and most legal way to do the right thing."

Silence fell between them. These stones were a subject she realized he wouldn't budge on.

"At least …at least tell the police about the villains. Then …finding the stones will be easier for you."

He looked up at her, almost a grin on his face, "Am I hearing a change of mind in you?"

"A _small_ one. Finding stones isn't dangerous or illegal. What's dangerous is the people after them …right?"

He smiled brightly, "Right."

She made a valid point, despite him not agreeing with some of her statements. If pro heroes and the police knew these villains were in town, it would make it harder for them to hide. They'd be on the police scanners and hunted by more than just him. If they were on the radar, it would make it easier for Spider-Man to maneuver around them and find them if one locates the stones. It may not be exactly what Kendo wants of him, but it's an advantage.

"Ok," Peter sighed, "Why don't we head over now and tell them what we saw. Deal?"

She smiled brightly with a sigh of relief, "Yeah, yeah ok!" She walked up and hugged him, "I'm sorry I upset you before …"

He hugged her back, stroking her head to calm her down, "It's ok, Kendo. Thank you for coming back and talking to me."

Her cheeks turned red as her face buried into his chest. She was able to hear his heartbeat being so close to him. It was fast but slowing down as he calmed himself from the conversation. Meanwhile, hers just sped up unknowingly.

It took them about 20 minutes to reach the police station, which reminded him of the one back home. When they had gone inside, they asked if they could report a few sightings. After some waiting, the police had separated Kendo and Peter, and brought them into separate rooms. Peter ended up waiting in the office of the chief, fighting with his wrists. Underneath his school uniforms sleeves were his web shooters. His traditional gear was somewhat clunky and budged a bit under his sleeves. Still, he was lucky to have them on him considering what he was planning.

Finally, one of the detectives walked in. He appeared as your traditional detective with classic black hair. He sat down at his desk and addressed Peter with a smile. Behind him was a man with a pencil and sketch pad, ready to draw whatever was described.  
"I'd like to thank you for coming in," Said the man, "My name is Naomasa Tsukauchi. It's very responsible of you to report any villain sightings you may see. We here at the station work hard to share what we find with the pro heroes and resolve the issues at hand. Now, let's get started. Do you know how many villains you saw?"

Peter took a moment to think, "Um …I think at least 2."

"Can you describe them?"

"Yes. One I saw in the distance. He calls himself the Vulture. He usually wears a big green suit with giant wings on his arms. He's old and bald, kind of wrinkly around the eyes …"

He continued to describe his appearance, until the sketch artist showed him what he had.

"Hm…" Peter examined, "A few more moles on his head and I think you're good."

"You said you saw two," Naomasa asked, "Who was the other one?"

Peter hesitated, and looked down at his feet, "He calls himself Hydro Man. Appearance wise he's pretty basic, so he'll be harder to spot. But he has power over water, as in he could turn any part of his body into water and manipulate it."

He went on to describe him, slightly more hesitant this time around considering their meeting the night before. Once he had finished, he waited for the sketch artist to finish. While he continued to draw, Naomasa continued to speak.

"Where and when did you see these villains?"

Peter couldn't exactly tell him the truth, at least not about Hydro Man. If Kendo was being serious, just throwing a punch at Hydro Man would land him behind bars, "I was out with my friend Itsuka Kendo. We saw him fly over us on a pillar of water, and he was causing a lot of disruption, and tried to attack Kendo. When we escaped …we came here."

Naomasa wrote down Peters words on paper, making note of his story. He likely wanted to compare his story with Kendo, explaining why they had been separated for this. If their stories didn't match, it would mean some issues for the two of them. Should something happen, Peter needs to make sure that Kendo doesn't take any of the blame. It wouldn't be fair to her if she suffered for his actions.

"That would make three new villains in the last week," Said Naomasa, "That Rhino character showed up a little over a week ago, and we have no idea where he came from."

"Where is The Rhino anyway?"

"Right now, in containment with level 5 security. He's a feisty one."

Peter's heart skipped a beat as his spider-sense had gone off in his head. His vision had become more intense; the details of the office becoming more focused and specific. It was as if he could feel every molecule of the environment, and something was about to shift. Quickly his eyes moved around the room and searched for the anomaly, until his eyes landed on the window behind Naomasa. The light coming through had begun to shrink, and a shadow grew closer. Without thinking about the consequences, Peter leapt forward and grabbed Naomasa by the shoulders and tackled him to the ground.

The window of the room shattered, and pieces of the wall went flying. The sketch artist had been knocked out by the debris, dropping the notepad to the ground. A figure jumped in wearing strange gauntlets on his arms. His outfit consisted of clothing in a yellow and brown color palette, with a full headed mask of the same color. He walked in and stepped on the artist's sketch pad, turning around to face Peter.

"Gobby said you'd be here," The man said, pointing his gauntlets at him, "I've been waiting to kill you."

The door to the room was kicked down and officers came rushing in pointing their guns. They shouted at him to freeze and stand down, but he simply turned around and fired off his gauntlets. They released a massive high frequency air blast that destroyed the wall and sent them all flying to the ground. The other officers started to run around, looking for weapons and calling for backup.  
Peter grabbed Naomasa by the shoulders and helped him up, looking out at the street outside. Peter grabbed Naomasa with one had and the artist with the other, dragging them both out and setting them down. Naomasa was still conscious as he reached for his cell phone, flipping it open and begging to press buttons.

The man stepped back out and pointed his gauntlets at them, "You pigs can call me The Shocker. Not that it matters since none of you are living to see another day."

Naomasa got to his knees and pointed his gun, trying to stay in front of Peter, "Don't move! Or I'll shoot!"

"Oh? You'll shoot? So will I!" he fired off his gauntlets again and knocked the gun out of his hands.

"You …won't get away with this," Naomasa said as he laid on the ground.

"And why is _that?_ " Shocker asked.

A figure suddenly landed on the ground near them, sending a massive blast of air and smoke through the area. The figure stood tall and proud, wearing a classic superhero outfit. His smile was bright and joyful, like he enjoyed the fight ahead of him.  
"Because _I am here!"_ Shouted All Might as the dust cleared enough to see him.

"Who the heck is this clown?" Mocked Shocker as All Might laughed at him.

"It appears you don't know what you're in for!" He exclaimed, "Allow me to introduce myself!" All Might suddenly struck a classic superhero pose, spreading his stance and throwing one fist into the air, "I am the symbol of peace! The number one Pro hero! All Might! And you, evil doer, are in a heap of trouble!"

Shocker scoffed, "Yeah, right!" he fired off his gauntlets at him and expected it to knock him away. Instead, All Might threw his fist forward just as the blast reached him. Suddenly the energy was pushed and went flying back to its source. It struck Shocker and sent him to the ground in surprise. The unknown hero had bounced his own attack back with nothing more than a punch! He had never met anyone like that before.

"Young Parker! I hope I have not arrived too late! I do wonder what you may be doing at the station, my boy!" All Might said, "But we shall worry about that later!"

Shocker jumped back to his feet and stumbled a few feet away. It was clear that he was highly outmatched by this so-called Pro. If he stayed too much longer, it was likely he would get arrested, "I don't plan to go behind bars, you costumed freak!"  
All Might suddenly leapt forward and threw his fist at the ground in front of Shocker. The intensity of the impact pushed on Shocker and sent him into the air. He landed on his stomach and bounced off the concrete.

"Young Parker!" All Might shouted, "I suggest retreating from this area! I shall find you again once I finish with this villain!"

His first instinct was to do as he was told and escape to the street next to them. But as he started making his way there, he stopped and looked back at the massive hole in the wall. He wasn't sure, but Kendo could still be somewhere inside. Even though the threat was here rather than there, it was best to be sure of her safety.

He turned himself around and charged back into the building.

"That is the wrong way!" All Might shouted, then turned his attention back to Shocker, "Who are you? What is it you want here?"

"Why would I tell a hero like _you_ anything?!" Shocker shouted back, "I'm doing my job, that's all!"

Naomasa coughed as he stood up, "I heard him …talk about wanting to kill someone. He was told they would be here, and he attacked where I was questioning Mr. Parker. So, either he wanted me dead…"

All Might nodded in understanding, curiosity running through him. If he was here to kill Peter, there was a chance this is a villain he's fought against before. First the Rhino, and now this man. Just how many of Peter's enemies followed him here, and for what reason?  
"I'm afraid you won't be killing anyone today!" All Might declared, "Because I am here to stop you!"

Just as he had finished his sentence, a massive gust of purple smoke opened behind Shocker. A large green hand grabbed him by the shoulder and pulled him in, vanishing in the dust.  
"No!" All Might leapt forward as quickly as he could, but the portal had closed just as he reached it. All that remained was a small gust of wind spiraling where the smoke once was.

Peter rushed into the broken Police Station, jumping over the debris that laid on the ground. It had been evacuated after the attack, leaving no souls but his own to remain. It was likely that Kendo had been evacuated with the rest of them. Still, he couldn't shake this feeling he was getting that something was wrong.

Purple smoke began to rise in front of him. Looking down, he saw a ball of the substance building below his feet. Before he was able to move, he found himself falling into the portal and vanishing from sight.  
Peter reappeared on the roof of the building, barely managing to land on his feet before he was pinned down by a pillar of water. His cloths became drenched as he struggled to keep breathing. Through the layer of water on his vision, he saw several figures that he could just barely recognize. The most important was the large green figure in front, staring him down.

"Hello, Peter," Goblin said as he leaned down, "It's nice to see you again."

Peter tried to push himself up, but the water continued to weigh him down.

"I haven't seen you since the S.H.I.E.L.D prison. I hear you enrolled into that school for super heroes. You must feel right at home there. Nice and safe, protected by super powered _freaks,_ " his voice had a hint of poison, "I have been itching to kill you, and finally I've had enough waiting. Once you're out of the way, the Infinity Stones will be all mine."

Peter tried to talk, but he was met with gargle instead.

"Sorry, no jokes or one-liners today. Just the sweet embrace of cold death," he turned to Hydro Man who had been standing right over him, "Drown him, no mercy."

Using his other arm, Hydro Man lifted Peter up and engulfed him in a floating orb of water. Peter's vision began to blur as he struggled to hold his breath. He fidgeted with his web shooters as he tried to undue the cartridge. Suddenly a fist flew into the water and struck his stomach, causing him to release his breath.  
"You won't be pulling that trick again," Said Goblin as he removed his fist.

Now out of breath, water had begun to invade his lungs. As his vision turned to black, he used his last remaining will to release one of his web pellets and crush it in his hand. The webs scattered and consumed the water in seconds. The webs escaped the orb and touched the ground below, making a pillar inside of the sphere. Peter grabbed the bottom of the web pillar and pulled himself down, rolling straight out of the water and jumping away with a massive gasp.

"You fool!" yelled Goblin, "Kill him!"

Peter landed on the ledge of the building and held his chest, coughing up water. He didn't have time to rest as his spider-sense sounded in his ears. A blast of air fired at him as he jumped backpacks and dodged it. Peter was met with a fist just as he hit the ground, and he back rolled to recover to his feet. In front of him stood Hydro Man, Shocker and Goblin. They inched toward him as he grew closer to the roofs edge. He lost all his web pellets during his escape, so swinging away was no longer an option.

"Get back!" a voice yelled.

A blinding light erupted from the sky just behind Peter. Everyone on the roof shut their eyes and were unable to see clearly. Through the gaps between his fingers, all Peter could see was a silhouette land in front of him, likely the source of the light.

"What are you _doing?!"_ The voice yelled, sounding feminine, "I told you not to kill him and you go behind my back?!"

Goblin was about to retort, but she seemed to lift her hand and blast him with an unknown energy. He backed down immediately.

"You forget that this is a partnership that _I_ formed! I can easily dissolve it! Use the stone and take us away from here! _Now!"_

"Parker needs to die!" Retorted Goblin.

"No! He! Doesn't!" She yelled back, raising her hand again.

"Alright!" Goblin gave in, lifting his hand opening a portal. The three villains quickly retreated into it, leaving only the figure of light. She turned around and face Peter, her appearance still shrouded by light.

"Get some rest," She said, "I'll make sure they don't bother you again."

As she entered the breach, the light immediately vanished from the area and the portal disappeared. Peter fell to his knees and gasped for air, unable to currently process what had happened. He wiped the water from his face and let himself completely collapse. As if he didn't have enough to worry about, now he had this mystery woman.

It was clear she was working with Goblin, so why did she save him?


	10. Just a kid

Peter sat on the edge of the Paramedic truck, a towel wrapped around his shoulders. His lips were only a little purple from the run in with Hydro Man, and there were bags under his eyes. The experience today wore him out greatly, so he had been asked to remain at the scene for a little while longer. Kendo of course stayed with him, sitting next to him on the truck as reporters came in with cameras. When they had asked to interview Peter, he politely declined, and they moved on. The day hadn't gone how he expected, but at least he knew for sure that Goblin was out there.

Meanwhile, his thoughts went to the strange woman from before. She had swooped in and saved him from Goblin and his goons. The strange part was how she spoke to them. It was clear that they were working together from what she had said, and yet she chose to save him. Why did she not just let Peter die? What does she gain from him living another day?

"Peter …" said Kendo to get his attention, "I'm sorry this happened. I shouldn't have brought you to the police station."

"It's ok," He replied, "It's likely they would have attacked me no matter where I went."

"Why do they want you dead so badly? I don't understand it."

"It's complicated Kendo. Honestly, I don't know what their plan is, just that I'm enemies with them all back home."

Kendo paused, laying her head on his shoulder, "That detective will probably ask you questions you know."

"I know, and I don't know what to tell him."

"Maybe tell him your history with them, or about the stones."

Peter turned his head to her, "I can't tell anyone else about the stones, Kendo. Just …trust me on that."

Just beyond the police tape, a car pulled up and parked next to the sidewalk. Jumping out of it was Izuku and his mother, both with faces of worry. Izuku jumped over the tape and rushed over to him despite the police calling out for him to stop. Eventually though, they simply let him go and allowed his mother through as well.

"Oh, thank goodness!" Cried Mrs. Midoryia, "Izuku said you'd be a bit later getting home, but then we saw the news about the police station! What on earth were you doing here?!"

Peter looked at them with a sad expression. Her reaction reminded him so much of his Aunt, who worried every time he came home late or with a bruise. In fact, the resemblance almost broke his heart, "I'm sorry, Mrs. Midoryia," Peter said sadly, "Kendo and I had seen some villains, and we came to report the sighting to the police. That's when they attacked the station. I was just trying to do the right thing …"

He knew fighting villains without a license was illegal, but he still fully intended to fight them anyway. That didn't mean that he didn't feel bad about who he hurt in the process. Worrying his current foster family is the last thing he wants to do.  
Mrs. Midoryia sighed, "I understand, Peter. It's not your fault. I just worry about you and Izuku. You're put through so many dangerous situations at that school, as a mother it scares me! I just want to make sure you two are safe."

Peter smiled warmly, "We're ok, Mrs. Midoryia. I promise."

"It's my fault, ma'am," Kendo spoke up, "I brought him here after we saw those villains. I never meant for anyone to get hurt."

"Oh, I don't blame you, sweetie," She replied, "No one could have seen this coming, spider-sense or not."

Peter chuckled, "I see what you did there."

"Why don't we go home?" She suggested, "I can make dinner and you can rest up."

"Can I just …talk to Peter first?" Kendo asked, tugging on Peter's shoulder.

"Of course," She said, "Izuku and I will be waiting in the car."

As Izuku and his mother made their way back to the car, Peter looked at Kendo with a puzzled look.

"These villains," Kendo asked, "They're going to keep hunting you, aren't they?"

"…yes," He said, "It's likely, anyway. Though, there was a woman who stopped them from killing me. I don't think she wants them hunting me, even though they seem to be working together."

"Don't you think you should tell the police about your connection to them? I can't stand keeping all these secrets."

"I know …" Peter sighed, "It's becoming more dangerous."

A rock suddenly flew and aimed itself at Peter. He reacted quickly and caught it in the palm of his hand, clenching it tightly and looking in the direction it came from. In a nearby alley, he saw a familiar figure standing there, looking tired and sluggish in his true form.  
"Kendo," Peter continued, "Please excuse me for a moment."

He didn't give her time to respond as he made his way into the alley. All Might was standing there, waiting for him in his true form. His super hero costume was too big for his actual size and dragged down on his thin body. There were bags under his eyes, likely meaning he pushed himself today. Maintaining his massive form must be difficult on his stamina.  
"Peter," All Might spoke up, "We need to talk about the villains that attacked the station today. Detective Naomasa and I agree when we think that they came to the station hunting _you._ The Rhino from one week ago, he knew you. He talked about Spider-Man during interrogation. Then there was the Shocker, who attacked the room that _you_ were in. Your villains keep popping up one by one, and it's looking suspicious. I need you to talk to me, Peter. Detective Naomasa and I are close, he's one of the few who know my secret. We can help you, but you need to trust us."

Peter leaned against the wall of the alley and stuffed his hands in his pockets. He was backed into a corner now, there wasn't a likely chance he could bluff his way through everything. All Might was a good man, and he needed to trust him with at least some of it. Besides, he didn't want these villains coming after Izuku and his mother.

"There are more than just Rhino and Shocker," Peter began, "From what I know, there is also a man named Hydro Man, another called Vulture, and …one named the Green Goblin."

"Do you know why they followed you? Why they're hunting you?"

There was no way Peter could tell them about the stones. If he did, they would look for them. Those stones can't fall into unknowing hands under any circumstances, "I don't. Not the others anyway …but Goblin hates me most of all. We have a lot of history."

"What kind of history?"

"…His real name is Norman Osborn. He runs a company called Oscorp, and he's the father of my best friend back home. We …created each other."

All Might was curious now, "How so?"

Peter looked down again to avoid his gaze, "I just feel responsible for what he's become. And I'm always being the one to stop him. It's like an endless loop."

"I see …" he stepped forward, "I'll have to inform the police department about this. If they really are after you, then you'll need protection from them. We can assign a Pro-Hero as a temporary body guard until these villains can be detained."

Peter looked back up at him, fitting, "You really don't have to…" He stopped mid-sentence. He couldn't protect Izuku and his mother all on his own. Even then, it's illegal to fight them at all. The situation has pros and cons. He can't look for the stones with a Pro always on his tail. In fact, it would be near impossible to go anywhere if he always has company. That aside, it's the best scenario to protect the people he cares about. Figuring out how to continue his search is a bridge he needs to cross later.

"I understand," Peter surrendered, "I appreciate your help, All Might."

"And I appreciate your cooperation," He replied, "It's the best move to protect everyone. I'll inform the chief, and we'll set everything up. We'll search for a Pro who will be willing to watch over you for a little while. Is there anything else that you're not telling me? Anything at all?"

Peter looked away, "No, sir."

All Might took a moment to stare at him, before letting out a sigh, "Alright. Get yourself home and rest. I'll see you at class tomorrow."

Peter nodded and left the alleyway quickly. All Might stood there with a look of suspicion. He had a feeling that Peter was hiding information from him. In fact, he's always been a mystery ever since he arrived. Pleasant as he was, he was a boy of secrets. He was so used to keeping things from people, the truth must be a difficult thing to tell. For now, the information he had was enough. These villains were dangerous, and they weren't going to stop.

 _Meanwhile_

"You're going to stop!"

In the large empty room, the four villains were scattered about. Goblin leaned against the wall and scoffed at the smaller woman who yelled at him.

"What you did today was unforgivable!" She shouted. This had been the first time she had been legitimately angry since they had met, "I told you we need him to find the other stones!"

"Why?!" Goblin shouted back, "We can find them just fine on our own! We don't need Parker!"

"Yes! We do! Because you don't have the patience to find them on your own! These stones are scattered across the city, hiding from us. As 'villains', we can't just waltz around the city however we please. Peter has already found two of them, while you only have one. He could easily use the stones to win, but what does he do? He _doesn't use them."_

"Because he's weak."

"Because he's _strong!"_ She emphasized, "He understands that power like that can't be abused! You, however, will abuse the stones the _second_ you have them! That is why you can't be trusted to find them! It must be him! You will listen, or so help me I will blind you so bad, it removes your vision all together! Understand?!"

Goblin said nothing.

"I said…" She began to glow a terrifying level of light, engulfing the entire room and removing all its shadows, " _Understand?!"_

Goblin tried to shut his eyes, but it simply shined through his eye lids. He fell to his knees as the light seemed to produce heat as well, pushing against his body, "Alright! Just turn it off!"

The light dwindled and died, bringing the shadows back into the room, "Thank you, Osborn. I hope you'll behave here on out. Follow my plan, and we both benefit. I promise you."

She grabbed a nearby chair and sat down, "Right now we're at an impasse. We need him to find the other stones, but now he's being protected by the police. He won't be able to do anything for us."

"So, what do we do, then?" asked Hydro Man, "You just said we can't kill him."

"Correct, but we can motivate him," She leaned against the edge of the chair, "Whether fighting crime is illegal or not, he'll do whatever he has to if he knows its right. He's a true hero down to his core, so he can't help it. We just …need to motivate him somehow …" She perks up, "Bait. We bait him! Give him something else to fight for! Finding the stones; that's just him being responsible. But if we want him to fight harder, we need him to have something to fight for. It has to be something personal or …" She pauses, "Some _one_ personal."

Goblin sat against the wall with a huff. He hated working with this woman, but he knew that it was necessary. He wanted so badly to put her in her place and take over everything, but that's not the smartest move. She has power, resources and an understanding of this world. Whether he liked it or not, he needed her. The issue was that her plan moved too slow. Every second he wasted was another stone he may lose. Peter could use the stones any time he wanted, but he chooses not to. Peter in the picture causes problems. It's obvious that he hates him, but he needs him dead because it makes this so much easier.  
He'll follow her for now, but he'll make his own moves the first chance he gets.

 _The Next Day_

The weekend finally rolled around for the students. Peter hadn't even bothered to get up from his bed. The cover remained on him throughout the morning as he laid on his side. He stared at his backpack, which contained 2 stones inside a bag. He had so much power just within arm reach. However, he knew it would be irresponsible for him to use that power for himself. Its not something he should do, especially with the Goblin after them. Was that woman after the stones too? It would explain why they are working together. Goblin wasn't often one to take orders from anyone or let himself be pushed around. He was stronger than that; smarter. So, perhaps he's just using her until she no longer has what he needs.

He spent the whole morning with these thoughts in his head, tossing and turning with sorrow. He was in a very tight situation. All Might knows these villains are after him, and now so do the police. There's no way he'll have a moment of peace long enough to find the stones, not unless he runs away. Things need time to cool down, so it's likely the villains may go into hiding anyway. Perhaps taking it easy was the best thing for a while.

Izuku entered his room and greeted Peter with a look of delight, but also concern, "Hey," He said, still hanging onto the door, "The Pro hero that the police assigned to us is here."

Peter sighed and sat up, pushing himself to his feet, "Who did they get?"

"Someone I haven't heard of, but she's supposed to be good. Wanna come say hi?"

"…Sure."

Izuku saw his obvious distress, "Peter, it's not your fault. The police and the Pros are going to stop those bad guys. We're going to be ok. I know you think you're causing us too much trouble, but it's alright."

Peter put his hands in his pockets, faintly looking up, "…Ok. Let's go meet her."

Izuku and Peter stepped out of the room and into the kitchen. Immediately he saw a young woman talking with Mrs. Midoryia. She was only a little taller than Peter, likely meaning she wasn't that much older either. She wore a thin dark-tan collar jacket, open to show her purple shirt. Her pants matched her jacket color, without much more detail to it. Around her neck was a light orange scarf, not too long. Her skin was dark, parallel to her bright blonde hair. Her arms had sleeves that didn't connect to the shirt, with a blue bead bracelet around her wrists. Her fingers weren't covered by the sleeve, and they only traveled up to her elbow.  
She eyed Peter as he came in and smiled, standing up straight, "Hi there!" She greeted.

"Hi," he greeted back, "Are you the Pro Hero?"

"I am," She held her hands together, "You can call me Overcast. It's nice to meet you."

Peter pulled up a chair and sat down, taking in the details of their protector, "I'm sorry you have to be here for us."

"Don't be. Stuff like this happens. Sometimes a Pro is put on protection duty, it's nothing new. Plus, I have several other Pro's on speed dial. You couldn't be in safer hands."

"Um," Izuku stepped in, "I just have some questions. You said your name was Overcast. What can you do?"

She grinned at him, "They chose me to protect you because I'm good at making things disappear. Watch this," She holds up her hands, and out of them appeared a mist of darkness. The room was completely ingulfed by the shadows, and the lights were unable to stop it.  
"I control shadows," She said, her voice seeming to come from nowhere, "I can provide easy escape from villains should they come for you. When inside my shadows, you can't see or feel anything around you, making it easy to pass by someone. I can use it offensively as well, but it's limited."

The shadows vanished and returned to her hands, the lights returning to bloom.

"I can assure you, you're safe with me."

"How old are you?" Peter asked.

"I graduated from U.A 7 years ago actually. I'm 25 years old. I know I'm young, but I promise that I can protect you. I graduated top of my class after all."

"She seems nice, boys," Mrs. Midoryia said, "I have faith in her."

"Right …" Peter said, standing up, "I'm gonna step outside."

Peter walked across the room and opened the window, stepping out and crawling onto the outside wall.

"Is …he ok?" Overcast asked.

"I don't know," Izuku sighed, sitting where Peter left the chair, "These villains came here because of him. I think he just feels guilty about it all. He's not gonna feel any better being cooped up in here all day. I just wish we could help him."

Overcast put a hand to her chin, squinting her eyes as she tried to think of a solution, "He takes this stuff pretty seriously. I wonder how much time he actually spends just being a kid …wait!" She slammed her fist into her other palm, "I got an idea! How close are you to your classmates?"

"Well, pretty close. We have a group chat for our phones and everything. Why?"

…

Peter held himself on the wall primarily using his hands. The sun was high in the sky now, so it must have been the afternoon. All he could really do was stick there and take deep breaths for the past hour. He hasn't been handling things very well the last few days. Everything fell apart after Itsuka found out what he was doing. He can't blame her however, she only wanted what she thought was best. She wanted to protect him from harm, but the situation was still a bother. He had too much stress on his shoulders right now.

"Hey! Peter!"

Peter looked down and saw a small crowd of people below him. After squinting his eyes, he recognized them as his classmates from U.A. The one who called out was Momo, waving to him with a bright smile. He nearly didn't recognize anyone outside their school uniforms. He was surprised to see them all there, Bakugo included. Though, he didn't seem very happy about it.

"Hey Peter!" Mina called out next, "Come on down!"

Peter leapt down with little effort and landed in front of his friends with a confused look, "What're you all doing here? Like, literally all of you," He eyed Bakugo.

"Screw you!" Bakugo shouted from the back, "I only came for the free food I was promised!"

"What he means," Momo said, "Is that Izuku called us and asked if we all wants to pitch in and go to the arcade in town. We know things have been a bit stressful for you, so wee thought this would be something fun to do! We're gonna go one way or another I guess, but we'd love it if you could come along."

Peter looked to Izuku who had been standing in the front, "You …brought them here?"

"Yeah," he smiled, "You wanna come?"

Peter looked to each of the 20 classmates standing there. It almost made him tear up that they came here, whether it was for him or not. He had been through so much the last week, maybe this is what he needs. A day off from all the doom and gloom could really help him think.  
"…Ok," Peter said with a smile, "Ok, sure! Let's go!"

"Yay!" Mina shouted, jumping into Peters arms and hugging him tightly, "This is going to be so much fun!"  
Peter turned red from her contact, but hugged back none the less.

 _…_

The arcade was massive and full of games on several different floors. It had many winter colors with neon lights hanging above. Children and teenagers were all over, playing games and eating in the food court. Bakugo immediately walks in that direction with the money given to him by the group. Everyone else began to spread out into several groups. Peter had stuck with Totoroki, Mina and Momo.

Mina had immediately pulled them to the virtual racing games, where they were able to race locally together. Her positive attitude was a nice change for Peter, as he needed a happier day. Totoroki was much more chill with it all, though that's not to say he wasn't enjoying himself.

"Oh! This one next!" Mina said, pulling on Peter's arm as she pointed at a shooting game.

"You're really excited, aren't you?" Peter asked.

"I mean, yeah! This is a great place! I just wanna have fun."

"I like that about you."

Mina looked at him with a red face, "Like what about me?"

"You always have fun with things. Even when things look rough, you find a reason to smile. I really admire that about you. Plus, you're pretty strong too."

Mina smiled brightly, tugging him over to the games.

"Hey! Wait for me!" Momo shouted as she tried to keep up, "I can play shooters too!"

Overcast stayed behind and watched everyone as they scattered about the arcade. She did her best to stay close to Peter without imposing on his good time. She even played a few games of her own as she kept an eye on them. It was amusing to see Mina and Momo unknowingly fighting for his attention. Whether that be out of love, or just classic friendship was up to them. Mina herself was often cheery from what she knew, so this isn't out of character. It's Momo that's interesting to watch. She got into U.A. based on recommendation, so she was a very focused student. She seemed to care for Peter, perhaps out of respect for someone who tries just as hard at school as she does. Whether or not there was more to it had yet to be discovered. Children will be children, no one can change that.

Seeing them interact with each other suddenly made her sad. Their joy reminded her of some of the times she's had with friends. Times like those shouldn't make her sad, but they do.

"Ms. Overcast?" Ururaka poked her shoulder, snapping her out of her funk.

"Oh! Sorry, hello Ururaka. Do you need something?"

"You just …seemed upset for some reason. Is everything ok?"

Overcast sighed, looking back at Peter and his group, "They're just reminding me of some people I used to know. People that …aren't around anymore."

"Oh …I'm sorry."

"Oh, no! It's alright!" Overcast laughed nervously, "Really, don't worry about it. Thank you for checking on me though, you have a good heart."

She ran her hand on the top of Ururakas hair, messing it up, "Now go have fun."

"Laser tag!" Mina shouted, gaining the attention of everyone around her, "There is a laser tag arena! Guys?! Let's play! 10 vs 10!"

"Doesn't that require Bakugo?" Peter asked.

"Oh, I'm sure we can get him to join if we bargain food into it."

Bakugo suddenly rushes over with his shoulders pushed up, a look of ferocity on his face, "Finally a game more my style! Bring it on you weaklings!"

It didn't take long for everyone to put on their gear and step into the arena. The teams were split into 10 each and put on opposite sides of the arena. One side was red, the other was green. The arena was dark, minus neon lights on the ceiling, and on their gear. Other than a few obstacles, the arena was completely open. Peter was on the green team with teammates like Izuku, Momo and Ururaka. The other team consisted of combatants like Bakugo, Tenya and Totoroki. Mina jumped up and down, wearing the green teams color.  
"Let's get started!" She shouted, just as the timer sounded off.

Bakugo was the first to rush forward and fire off a few shots. A few of Peters teammates got hit and were knocked out of the game for a few seconds, before coming back online. Peter however dodged easily and dive slide's under Bakugo, shooting him right in the chest.

"Damn you!" Bakugo shouted as he composed himself, "You won't be getting another shot like that!"

Mina quickly shot Bakugo in the back, laughing and running off. Bakugo screamed and ran off in a random direction. Izuku clearly did his best to avoid confrontation with him, keeping his gun close to his chest. Above them was a massive TV that kept score for all the combatants. In first place was Momo, who continued to shoot her classmates with precision and timing. Peter wasn't far behind her, still needing to surpass Totoroki in overall score despite being on the same team.

Peter quickly hid behind an obstacle, where Momo had also been hiding.

"Hello neighbor," She grinned, "Fancy meeting you here."

Peter was panting with a smile on his face, "So, whatcha been up to? Shooting peeps, counting virtual kills?"

She laughed, "Something like that. I'm glad you came along. You seemed like you needed it."

"Yeah, I really did! Thanks for bringing me! It means a lot to me, Momo."

She turned red, looking away and brushing her hair, "Well, anything for you, Peter. You're a good guy. You don't often meet a lot of good guys. I mean, you saved everyone on your first day. I'd say you're already a Pro hero."

"I appreciate it," Peter said, "But I wouldn't call myself a good guy. I'm just doing right with what I have and make up for the mistakes I've made."

"Such as?"

Peter was silent, looking down at his gun to observe its details. Momo's face dropped as she realized she may have hit a nerve, just like before in the classroom.

"I'm sorry, I didn't mean to …" Momo looked down, "I get there's something about your past you don't want to share. I'm sorry I keep bringing it up."

"No, no! Its ok!" Peter reassured, "I just …it's a very personal thing but …something bad happened, and I try to be better because of it. You know what I mean?"

Momo nods, though still looking down at the floor. Peter put a hand to her chin and lifted it up, smiling.  
"Hey," He smiled, "I'm fine. Don't worry."

She smiled brightly, holding her gun close, "Ok."

Izuku suddenly screamed, running in the opposite direction of Bakugo who chased him down. He tried to dodge Bakugos attacks, which consisted of more than just lasers. "Get back here, Deku!" Bakugo shouted, "Don't run like a coward!"

Peter took sight of his actions and placed his gun on the ground. Momo looked at him curiously as he lifted his sleeve up, revealing a silver bracelet with a trigger that popped out. Putting his fingers together, Peter shot a web out and grabbed Bakugo's leg, pulling him down.  
"Hey! What gives?!" Bakugo shouted, following the web down to Peter, "Oh, I see! We're using quirks now! Fine by me!"

Bakugo pointed one of his palms down, firing off a small explosion that sends him flying toward Peter. Momo quickly stands in front of him, and a shield suddenly pops out from her skin, forming in her hands. Bakugo lands right on the shield, bouncing off and stumbling in the opposite direction.

"I guess we're using quirks now!" Momo said, helping Peter onto his feet, "This just got a lot harder!"

"That's what makes it fun!" Peter shouted as he jumped into the air and shot out a web, swinging away. He bounces himself off the nearest wall and propels forward above the enemy combatants. He fired down a barrage of lasers, taking out more than half the opposing team for a few seconds. He stuck to the wall just in time to see his enemies groaning in annoyance.  
"Hey! Don't be mad, just use your quirks!" Peter shouted to them, "I like things fair!"

Once the opponents gear had turned back on, they gave each other grins of determination. Totoroki was the first to take off on a slide of ice, with Tenya speeding not far behind him. As he was running however, Tenya suddenly slipped and fell off the acid Mina created, and she slid away laughing.  
The supervisors of the Laser Tag arena were beginning to panic due to the potential damage the students may cause. However, Overcast held up her hand to them for reassurance.  
"They're fine. None of them are _that_ reckless."

Their faces lite up from one of Bakugos explosions.

"…Most of them," She finished.

She grabbed a seat and smiled, looking at the students as they continued their fun. There was a clear smile on Peter's face. It was nice that he was able to find some happiness after the chaos yesterday. These kids may want to be heroes, but right now they were still just kids. With how much fun Peter seemed to be having, she wondered when the last time was that he spent time _being_ a kid.  
Seeing that smile on his face made her happy either way.


	11. Appreciation

The sun was beginning to set now, just as the students of 1-A began leaving the massive arcade. They were smiling and laughing with each other, a bit of adrenaline still running through them after laser tag. Bakugo still hung in the back, not bothering to interact with any of his classmates. Peter hung around Momo and Izuku, talking about the day overall.

"I'm really happy you guys brought me here, it means a lot to me," Peter smiled, "I really needed this."

"Of course!" Momo said, "We're friends, so we look out for each other. Besides, everyone else had a good time to! Even Bakugo, whether he admits it or not."

"I can hear you!" He shouts from the back.

Many of them laughed as Bakugo simply scoffed and turned his head. Peter was glad he came today and was able to grow closer to his classmates. He felt that his bond with them had grown stronger, at least with a few of them.

"Peter?" Overcast called out to him as she caught up with the group, "Hey, I was hoping we could talk for a minute?"

Peter looked to his friends for a moment, seeing what their faces thought of this, "You guys go ahead. Izuku, I'll see you at home. I'll be fine with Overcast."

"Oh, ok," He said, walking away with the rest of his class.

"See you at school, Peter!" Momo called out.

"Bye bye!" Mina jumped and waved.

Peter waved to them with a smile on his face. Seeing them walking toward the sunset was a beautiful sight, making him happy to have met them at all. Besides Bakugo's attitude, they were an enjoyable group to spend time with. He felt closer with some more than others, but there was still a sense of security with them.  
Peter turned around and faced Overcast with his hands in his pockets, "So, um, what did you want to talk about?"

"Questions I'm required to ask," Overcast replied, "I'm sorry. I know you just got it off your mind, but I need to ask about what happened yesterday."

Peter's expression dropped as he tried to maintain eye contact, "What do you want to know?"

"Those villains came for you, Peter. They wanted you out of the picture. You weren't even going after them while you're here, so why did they want you dead so badly?"

Peter was silent. There wasn't a lot that he could really say to her without talking about the stones. He couldn't let anyone else know about them unless he trusted them or didn't have a choice.

"I thought about this for a while," Overcast continued, "And I realize maybe it has something to do with whatever you aren't telling the police."

"What do you mean?"

"They know there's more to it. The Rhino went on about some stone he was looking for, before the 'bug' stopped him."

Peter gulped, his heart sinking into his chest as she continued to speak.

"What do you know about this stone he was talking about, Peter? I really need you to work with me."

He tried to get a word out but found it impossible to speak. He just couldn't bring himself to talk about anything, it goes against everything that he is. Telling her about the stones would only put more people in danger, and he wasn't going to let that happen, "I don't know anything, Overcast. I'm sorry, but I just don't know anything. I stopped Rhino when I first arrived, that's it. I don't know anything about some 'stone', or why they are here at all. It scares me just as much as everyone else."

She examined his answer with her arms crossed, taking notes on his body language and facial expression. She knew something was amiss, but she wasn't going to pry it out this way. She needed another tactic to get the answer. Unfortunately, any idea's she has aren't something she herself can pull off.

"Ok," She sighed, "How about I walk you home. It'll be dark before we get back."

"Ok, lead on."

The walk back home was a silent one as the moon lifted into the sky. Peter kept to himself as Overcast kept an eye on their surroundings. She worried that she may have made things awkward with her question earlier, but it was a necessary evil. She was told to ask about it, whether he was comfortable or not. The police were cracking down on this case trying to figure out where these new villains may be, and his input could help them. However, it can only help if he's willing to share.

Overcast looked up into the sky and sighed, "Nice night, huh?"

Peter looked at her briefly before turning back to the path before them, "Yeah, it is."

"You ever actually been around the town?"

"Not really, been so focused on school." Of course, this wasn't completely true. He had seen a lot of the city when traversing it during his outings as Spider-Man.

"Why do you do this, Peter? Go to school I mean. Train to be a hero?" She asked.

Peter didn't look at her, or even change his movement pattern. He had been asked this before, and again he didn't feel like answering.

Overcast simply sighed and looked forward, "My family was murdered."

Peter jerked his heard toward her with widened eyes, "What?"

"My family," She continued, "They were murdered by villains. These people were granted powerful abilities and they chose to use them …to kill. I was young at the time, but I still feel I could have done something. I was only spared because I did what my parents said and hid. My mom, dad, and brothers …all murdered in a villain's rampage. I've lived with that guilt for a very long time. I dedicated my life to stopping people with powers from hurting others," She looks at him with glossy eyes, the memory still painful for her, "How about you? Who did you lose?"

"…How did you know…?"

"I know what it looks like, when you're eternally grieving inside."

Peter sighed, his own eyes becoming glossy as he looked to the ground, "…My uncle. Once, I wanted to use my powers to win some money while wrestling. I won match after match because of my powers. It went all the way to my head, though. One night, someone robbed the wrestling arena, and I let them get away because I didn't think it was my problem …but …" Peter clenched his fist, "That same man later murdered my uncle on the street. He'd still be alive if I had just done the right thing."

Overcast listened carefully to him, shifting herself closer to him for comfort, "You want to make up for it. I get that, I really do. And I'm going to guess it's why you won't talk about what happened yesterday, right? You feel its your responsibility and yours alone."

He didn't answer, but she had a feeling she was spot on.

The two of them stopped, just at the street crossing. Peter didn't make eye contact despite her gestures, "Peter, you can talk to me. We want to help you stop these guys."

"You want to stop them _for_ me," he blurted out, immediately regretting it.

"So, you _do_ feel its your fight," She confirmed, "Peter, please. Let us protect you."

He couldn't bring himself to meet eyes with her. Of course, he wanted to badly to open up about what was going on. Only himself really knew what was at stake. As much as he wanted help, he knew it was better to go at it alone.  
"…Can we just …go home now?" He asked.

It was clear this was their stopping point in the conversation. Try as she might, there wasn't much more she could get out of him tonight, "Ok," She sighed, "Come on, I'll take you back."

 _Elsewhere_

Shockers fist collided with the wall of the empty room, earning a flinch from his comrades, "She must be insane," He said, "Peter Parker has two of the stones and we're just here twiddling our thumbs! Why don't we kill him now?!"

"Because she has a plan," Goblin spoke, "Believe me, I want him dead too. But she insists that it's all apart of her grand scheme."

The villains stood roughly in a circle, talking across to one another. Hydro Man sat in the corner fiddling with his powers, while The Vulture hung on a bar high above. He watched the show from above as the villains grew angrier with each passing second.  
"You told me where he was because you wanted him out of the way," Shocker stated, "Now you're ready to submit to this woman?! Since when do you take orders?!"

"I don't!" Goblin shouted back, "Believe me, I have a plan of my own. A new plan, in fact. But we need to wait until the right day comes. I've been …communicating with the other villains of this city and working out a sort of deal."

Shocker crossed his arms, lifting an eyebrow under his mask, "Go on."

"Our 'accomplice' believes Peter can find the stones faster and more efficient than we can. Me however, I believe that having him on the chess board only complicates our strategy. We could have killed him and been done, then the stones would have been ours. Of course, I'm not stupid. I recognize my own mistakes."

Goblin fiddled with the infinity gauntlet over his hand, "I realize we rushed in to the police station. We were eager to kill him once and for all. This time, however, we are going to be more …patient. Her and I may disagree on many things, but …perhaps a more tactical approach is what we need afterall."

…

Goblin roamed the dark streets of the city with a massive black cloak over his body. It wasn't much protection as he was still massive, but it was enough to cover him under the midnight moon. He stepped into the alley of a supposedly abandoned building, waiting there with his arms crossed. Thanks to his heightened senses, he knew what was coming to meet him.  
A portal of black opens, and out steps two beings. One was a man in a suit, who's head was nothing more than black smoke and big eyes. The other was smaller and pale, with dismembered hands sticking to his face and body. The pale man was slouched as he addressed the goblin.

"So, what exactly can you offer?" he spoke. His voice sounded like he was a child holding back excitement.

"You're apart of the League of Villains, as you call yourself," Goblin smirked, "Let's say I have villains of my own to offer you. I heard rumors of a little …mission you're planning on taking. I believe we can both benefit from my help."

The pale man scratched his head, "How many villains are we talking about?"

Goblin smirked, "A whole worlds worth."

 _The Next Day_

Homeroom came rolling in the next day, and everyone had been talking about the night before. Some considered going back to the arcade again, others complained about what they didn't like. Izuku and Peter came in at the same time, taking their seats as they waited for the time to go by. As soon as Peter sat down, Mina came rushing to him with a smile.  
"Hi Peter!" She exclaimed, "Did you have fun yesterday? Because I had a blast!"

Peter laughed and greeted her, "I had fun, Mina. Thank you. What did you do afterword's?"

"I went home and watched some sci-fi movies. The laser tag game just got me so pumped!"

"What movies?"

"Just some old ones I found laying around," her eyes lit up, "Hey! Maybe I could show them to you! It would be fun to watch them together!"

Momo's voice suddenly butted in, reminding them that she was sitting next to them, "I'm sure Peter will probably have homework anyway."

"Well, not tonight actually," Peter said, "Got some done ahead of time. I had nothing better to do. So, I probably _could_ watch them with her."

"Are we talking about movies?" Ururaka walked toward them, gaining interest in their words, "I like Sci-Fi too, which ones are we talking about?"

"'Heart in the Vortex'," Mina replied, "It's a romance Sci-Fi that's based off the book series."

"Oo! I'd like to see that!"

Momo quickly stood up, "We should all probably get to our seats should we not?"

The other girls looked down, but nodded, "Okaaaaaay," Mina said, "But I'm holding you to that, Peter!"

"Noted," he said.

Just as Mina began to go back to her seat, Momo moved close to her and gently took her arm, "Hey, um … do you like Peter? You just seem to get attached to him when he's around."

Mina looks between Momo and Peter before smiling, "I could probably ask _you_ the same thing. But I don't know, I just like talking to him. He makes me feel appreciated."

"Appreciated?" She questioned, just as their teacher came walking in.

"Yaoyorozu, Ashido, sit down." He scolded.

"Yes sir!" they exclaimed before jumping to their seats. Momo still looked at Mina, wondering what she meant about feeling 'appreciated'.

Lunch rolled around, and everyone rushed to the cafeteria. Mina grabbed her food and started looking for a place to sit. Normally, she finds herself sitting with Kirishima or Tsu. However, she lit up when she saw Peter sitting not far from her. With a smile on her face, she power-walked over to him. Sitting with him was Izuku, Ururaka and Tenya as they always were.  
"Hi, Peter!" Mina said, earning their attention, "Is it ok if I sit with you guys today?"

"Oh, well It's fine with me," Peter said as he looked to his friends, "Guys?"

"Sure!" Ururaka said, "We're all friends here."

Mina eagerly sat down across from Peter, placing her tray down firmly, "What are we talking about?" She asked.

"We're anticipating todays class with All Might," Tenya answered, "It's supposed to be another rescue mission in Ground Beta. However, the scale is supposed to be higher this time around."

"Gives me a chance to redeem myself," Peter said, "Since I failed it last time."

"OOOo, sounds fun!" Mina said, "Is it a one-person rescue, or teams?"

"I think teams?" Izuku questioned, "But we never got a straight answer. All Might likes to have his surprises."

Peter eyed Mina with suspicion, but not in any way that accused her of a crime. It seemed strange that she wanted to sit with them since she never has before, "How come you aren't sitting with Kirishima or Tsu today?"

"Hm?" Mina perked, "I don't know, I guess I wanna talk to my other friends more. Even though we're one class, we seem to stick to a group of three or four each. I just wanna change that."

Peter raised his eyebrows and smiled, "Well, that's really sweet of you Mina. You're a good person."

Mina was taken aback, and her cheeks began to blush. It was somewhat harder to see it against her pink skin, but it was still noticeable overall. She straightened the tie on her uniform and tried to air her shirt out through the collar, "Aw stop, you're making me fluster."

The other four laughed along with her, making her joyful and proud. Momo had watched from her own table, beginning to understand what she meant earlier that day. Jealous as she was, she was happy for her.

The Hero class came around, and everyone gathered their gear together. All Might took them to Ground Beta, standing in front of the massive doors. He stood there with his fists on his waist, towering over his students, "Alright! Today's rescue shall be in teams of 5! The heroes, and the villains!" he points to the buildings in the fake city, "One of these buildings has a 'nuclear bomb' that will go off in half an hour! The heroes must find and disable it before the city is wiped out, and the villains need to stop them. Clear?"

"Clear!" They all shouted.

"Now, do we have volunteers for the heroes of the first round!"

Many of the students shot their hands up, some at the same time. Only a few managed to beat them in time, and All Might called them out, "Peter! Tenya! Mina! Tsuyu! And Toru!"

"WOO!" Toru shouted from the back, making everyone 'look' at her. How she managed to beat them was confusing, considering her quirk made her invisible 24/7. She was nothing more than a floating pair of gloves.

"Alright!" All Might said, "Our hero team will be sent in, without knowing who is put on the villain's team! Each group will be given ear phones to communicate with their allies. Since Peter makes the numbers uneven, his team will be put at a disadvantage this round. The villain team will have 6 members instead of 5. Understood?"

"Yes sir!" They shouted.

The five were let inside as the door shut on them. Immediately they took position in an alleyway, kneeling with each other.

"So, we should discuss quirks first," Spider-Man suggested, "We need to know who can handle what."

Tsu was the first to speak, "My frog quirk lets me maneuver pretty quickly. You, me and Tenya are probably the best for traversing the city quickly."

"Good point," Tenya said, "Mina's acid could provide use against our enemies too. Remember how she made me slip during laser tag? Perhaps she could do the same for everyone else."

"You're lucky I dumbed the intensity of that acid," Mina smirked, "Or that would have stung _a lot."_

"What about me?" Toru asked, "What can I do?"

"Your invisibility," Spider-Man addressed, "You're the best chance of finding the bomb undetected. If your carful, we can keep them busy while you win the round for us."

"Oh, wow!" She exclaimed, "Now I'm super excited! And kind of nervous …It's not often I get to be this useful."

"You'll be fine," Spider-Man smiled, "Our opponents will be here soon, let's get to work!"

Everyone stood up, except for Toru who was stopped by Minas hand on her shoulder. As the others walked away, Mina gave her a serious look.

"Everything ok?" Toru asked.

"Yeah …" Mina answered, "It's just …I know what that's like."

"Know what _what's_ like?"

"Not feeling useful."

She didn't say anything else as she stood up and peered out the alleyway. Toru only stared in confusion. It wasn't often she saw this side of Mina, as someone more vulnerable. She was always so cheery; what exactly was on her mind?

Everyone suddenly covered their ears at the sound of sonic waves rushing through the streets. Down the street, a girl with short dark-blue hair had her hands in her pockets. From her ears hung what seemed to be ear-phone jacks, which stretched and plugged into her boots. From her boots, massive sound waves escaped and covered the streets. Windows shattered and littered the area in glass and debris.

"I'm right here," She said, "Come get me."

"It's Kyoka," Tenya whispered into the coms, "Getting past her will be difficult."

Spider-Mans senses went off, as he looked in the direction of Mina and Toru, "Girls! Lookout!"

Toru looked behind her, and immediately jumped forward to tackle Mina out of the way. Landing behind them was Momo with a club in her hand. She landed elegantly, standing up and facing her side to them. Mina stood up as well, staring her down with determination.

It was time to prove she was worth the appreciation.


	12. Endangerment

Toru could only watch as Mina and Momo stared each down. Somehow, she could sense a tension she didn't realize was there before. It wasn't so much hatred, but rather rivalry. It was as if they were both excited to face one another. This wasn't a side of Mina she had seen often; someone so calm and determined. Usually she was a lot like herself; fun, bubbly and happy. But what changed? What was pushing her today?

Mina looked back at Toru, pointing to the street, "Get out of here and find that bomb! I got this!"

"O-ok!" She said, rushing off as quickly as she could. Momo tried to move after her, but Mina remained in her path. Every time she tried to move around, Mina made sure to stay in the way and block her exit.

"Are you sure you can take me in a fight?" Momo asked, almost sounding genuine.

"Are you sure you can hold out?" Mina retorted with a grin, "Kind of funny how you chose to be a villain today. You've been acting strange, like when you asked how I felt about Peter."

"So?"

"So, that's none of your business!"

Mina rushed forward and threw her hand forward to throw acid. Momo quickly created a hand-shield and blocked the substance. Just as she lifted her shield back up, Mina landed a punch to her gut and sent her stumbling backwards. When she came for another punch, Momo blocked it with her shield and rebutted the blow. Minas knuckles felt bruised after colliding with the metal. She didn't have time to feel the pain as her opponent swept her legs and sent her to the ground. Mina only just managed to roll out of the way as Momo brought her club down. In a panic she threw more acid to make her enemy jump back, creating a separation of at least 2 yards.

"It doesn't matter if I can't take you in a fight," Mina said as she stood up, "I just need to keep you occupied!"

"Well, let's see if you can stay conscious for long enough!" She rushed forward as the two continued to trade blows.

The two creature-based super heroes stuck to the walls of the building, jumping and swinging away from each of Kyokas sonic blasts. They found themselves several stories hi, and still unable to climb out of range of her power.  
"She has to have some weakness, right?" Spider-Man asked, looking to Tsu who stuck to the wall just a few yards from him.

"As long as she stays plugged in, she can keep blasting us," Tsu answered, "The faster her heartbeat, the more powerful her sound waves. Tiring her out only makes it worse for us! We need to either unplug her or plug up those speakers in her boots!"

Kyoka shot another sound wave at the base of the building, causing the windows to shatter as the waves moved up the building. Both Tsu and Spider-Man jumped across to the building on the other side of the street and stuck there. Tsu slid down a yard as she landed but managed to hold her grip.

"She can't target us both, right?" Spider-Man asked, "We need to move parallel to each other, give her more than one target to aim at."

"Roger!" She shouted, immediately jumping away. Her long tongue shot out and attached itself to the nearest wall, pulling her toward it and swinging above Kyoka. Just as she tried to aim a sonic wave, Spider-Man swung above her coming from a different direction. She found herself twisting and turning to try and aim at them. Every time she gets one in view, they leave as another comes from another angle. It didn't give her time to fire anything off.

Spider-Man came swinging in toward her, shooting off two webs that stuck to her boots. The webs covered them just as she tried to fire off sonic waves. The recoil imploded on itself and sent her flying backwards, crashing into the door of a stray car.

Spider-Man and Tsu landed next to each other, giving a high five and a bright smile.

His spider-sense sounded loud in his head. Quickly he grabbed Tsu by the hip and jumped into the air just as a massive shadow-like creature slammed into the ground. They landed a few yards away and stared their enemy down as the shadow returned to them.

"Tokoyami," Tsu confirmed, "We have the advantage because of the daylight, but he's still dangerous."

Tokoyama's stance was like a pencil, as if nothing could falter him. His body was covered by a large black cloak, but his head is what stuck out. His head held the appearance of a bird with yellow beak, red eyes and neck, and black on the top.  
"I've been waiting to face off against you," Tokoyami said, "I admire your skill, Peter. I'm curious how quickly you can avoid my attacks."

"Tsu," Spider-Man said quietly, "It's likely this is a distraction. He and Kyoka both came out in the open. That's two of six from their team. I'll take care of him, you need to get going and help the others however you can."

Tsu nodded before jumping away as quickly as she could.

"You've been attracting a lot of attention," Tokoyami said, "Those villains have been after you. You must be pretty good if they want you dead that badly. Are you sure you're up for this?"

"Is that actual concern there?" Spider-Man asked.

"Yes, actually," He confirmed with a stern look, "I can't imagine the stress has left you so easily, despite yesterdays activities. While I hope they at least helped, you seem like someone who lingers on the past."

Spider-Man sighed, but kept his guard up, "I guess I am. I can't help it; the past is what defines me. If I don't linger-"

"You may lose your way. I get it. It must be tough to carry the world like that."

Spider-Mans shoulders finally dropped, "Yeah …are we actually going to fight?"

"If you want. I just thought you needed a moment of calm, to remind you things aren't all bad."

Spider-Man smiled under the mask, "…Thanks, Tokoyami. Want first shot?"

Tokoyami laughed, "Sure."

In one swift motion, his shadow escaped from his body and launched itself toward his enemy. Spider-Man leapt forward and let the palms of his hands slide across it as he moved to the side. He pushed off his heal and ran forward, jumping over the shadow as it came back around. As he leapt into the air, he threw a kick to the side of his head. Tokoyami went into a quick shoulder roll, standing up as Spider-Man came rushing at him again. His shadow grabbed his enemy by the legs and threw him into the air, watching him ascend the building.

Spider-Man stopped his ascension by clinging to the building wall. The tension built by the contact charged energy into his kinetic gauntlets, making them glow blue.  
"I hope the others are ok," He muttered, before leaping back down with his fist winded up.

Toru sprinted as fast as she could, alternating between jogging to catch her breath. It was hard to spot her unless you were looking for her gloves or boots. Unfortunately, her classmates knew exactly what to look for. To play it safe, she kept close to the buildings for a quick alleyway escape. In the distance, she could hear other battles going on. It made her sad that she couldn't help them, as her powers weren't meant for combat.

A figure suddenly jumped in front of her, extending their arms to block her path. He was tall and muscular, with hair that stooped down in front of his face. He wore a mask that covered every facial feature below his eyes, and his suit was sleeveless with shades of blue. On his arm sockets were several tentacles that shifted and changed into whatever part of his body he chose. For this instance, he showed several arms that connected like wings to block Torus path.

"Oh …Hi Mezo," She said awkwardly, "Nice to 'see' you …heh …see what I did there?"

"Yep," He said, his mouth forming from one of his tentacles. He attempted to throw a punch at her with one of his arms, but she quickly ducked under it and ran past him. It was hard to aim at her when there wasn't much to see. Still, he tried to chase after her despite how hard it was to keep an eye on her.

Toru turned a corner, taking her gloves off and throwing them to the side. She had to slow into hops to remove her boots, then ran back into a sprint. When Mezo turned the corner to follow her, he noticed the clothing left on the ground.  
"Great," he said sarcastically, "If you're gonna do that every time, why bother having a costume at all?!"

"It makes me feel awkward otherwise, ok?!" She shouted, regretting it afterword's.

"There you are!" Mezo charged forward toward the sound. Toru went into a panic as she ducked under him, sticking her leg out to trip him. He went stumbling into a pile of garbage, landing on his face. Toru cheered for herself as she continued to run away.

'I can do this,' Toru thought, 'Everyone is counting on me! I can't let them down!'

Mina's acid melted the club with one fell swoop. Momo had to drop it as the melting reached the handle. With her guard wide open, Mina rushed in and threw an uppercut. Momo was barely able to dodge and back roll away from her. The two stared each other down as they took a moment to catch their breath.

"You're fighting pretty hard," Momo said, "You sure you can keep this up?"

"If you can, so can I!" Mina jumped and rushed forward, generating acid around her arms. Momo quickly ducked under her and pushed her shoulders against her stomach, lifting her up and throwing her over. She landed on her back with a massive thud, the wind getting knocked out of her. Vibrations rushed through her shoulders as she arched them to dull the pain.

Momo patrolled around her, forming a staff in her hand and holding it behind her arm. She could easily take Mina out now, but she wanted to see what she was going to do.

The pink hero rolled onto her stomach and pinned her palms to the ground, acid building on the back of her hands and up her arms. She was getting angry.

"I've never seen you this angry," Momo said with actual concern, "What's happening to you?"

"Shut up!" She shouted, catching Momo off guard, "You think …that you can have everything?!" Mina jumps to her feet, falling back down on one knee, "Sure, you got in through recommendation …but I got in too!"

She pushed herself onto her feet, clenching her fists tightly. She was getting angrier, and more fired up with each second. A moment weighed on her mind, sitting on her shoulders like a heavy scarf. Despite its weight, she kept it close for warmth and comfort. It hurt her just as it kept her safe, and its power came from a single sentence.

 _"_ _I like that about you."_

The acid started dripping from Mina's fingers, making her skin deadly to the touch. The ground beneath her began to deteriorate as the deadly liquid made contact. Momo held the staff with both hands and kept it in front of her for protection.  
"I know I'm not the strongest, or the fastest," Mina said, "But I got into U.A, so there has to be a reason, right?!" She held her fists up, "I'll prove to him I'm worth it!"

She charged forward and threw her arm in a circular motion. The acid escaped her skin in massive clumps, forcing Momo to dodge downwards. As she brought her torso to the ground, Mina lifted her foot and kicked Momo upwards. She sent her into a backwards roll as she barely managed to recover before Mina came at her again. She held out her hand to try and stop her, but her palm burned at the touch of her skin. She recoiled and pulled back as she gained space away from her enemy.

The burn on her palm was red, but not enough to scar.

"You lowered your acids intensity," Momo stated, breathing heavily, "Why?"

"If I used it's full throttle," Mina began, "I'd burn right down to your bones."

Momo looked into her eyes as her own became glossy. She was beginning to understand where her anger was coming from with every punch and kick. There was desperation, and a struggle for approval. She wanted to prove herself, more than anything else.

"Mina," Momo began as she created gloves for her hands, "What's wrong?"

"Nothing!" She shouted as she charged forward. Mina threw her fists at Momo, but she quickly caught her arms and held them stiff. Her palms were protected by her newly made gloves, resistant to the acids touch. Mina tried to struggle out of her grip, readying herself to start kicking.

"Mina! Calm down!"

"Let me go! I have to win!"

"Why?!"

"I-…" Mina finally stopped, tears running down her face and burning off her skin. Her legs became weak as she fell to her knees, Momo lowering down with her.

"Mina," Momo looked over her struggling friend, "What's eating away at you? You always seem so happy and cheerful, so what's changed that today?"

She didn't want to just open to Momo right then and there, especially in the middle of a competition. However, there was just too much weighing her down and she was being offered solace. Her shoulders were still tense, but everything else had given out.

Jumping to the roof above them, Spider-Man landed on the edge and stuck there with a pant. He had been bruised and worn out, but he was still moving despite it all. Looking down, he saw Momo holding Mina's arms. At first glance, he assumed she was in trouble and started crawling down the wall for a surprise attack.

"It's …because of Peter," Mina said while choking on her tears.

Spider-Man stopped moving at the mention of his true name, still too high up to be noticed by his classmates. Instead of intervening, he stuck there and listened to their conversation.

Mina didn't bother to wipe her tears, as her acid skin burned them away as they fell. Her shoulders had finally dropped; she couldn't keep being angry anymore. Everyone else could fuel their strength with anger, but she just couldn't. She didn't understand how they all did it, how do they become stronger using anger? All she became was weaker, something she had been more afraid of lately than ever.

"Growing up," Mina managed to speak, only faintly yet enough for Peter to hear up above, "People took one look at me and thought I would become a great hero. My skin, my powers, people thought I would be amazing. Maybe it went to my head, or maybe I just liked the attention," She shut her eyes to stop the tears, "When I came to U.A …things changed."

Momo saw the acid vanish from her skin, confirmed when the tears stopped burning away. She removed her gloves and started rubbing her shoulder as she continued to talk.

"I was surrounded by so many people with better and more flashy powers. Everyone was leagues ahead of me, you included. So, even though I got into class 1-A, I sometimes feel like I just …fade into the background."

"Mina that's not true."

"It is though," She retorted, "Everyone sticks in their own status quo from weakest to strongest. Most popular to least. And I just …wanted to feel appreciated," She smiled, her cheeks turning red, "That's when I met Peter. He cares about people, and he makes me feel like I'm on par with everyone else. I feel important to him, and it makes me happy. So, I when I got to be in his group today I… I wanted to prove that I was worth that appreciation."

In that moment, she felt bad for Mina. Momo joined todays lesson to see why her vibe had changed, and now she understood it. Had she paid attention to Mina and her feelings, she would have noticed this sooner. In fact, what she said began to make more sense when she thought about it. They may be classmates, but she really didn't talk to her all that much.

"Mina, I'm so sorry …" Momo held her close to give her a comforting hug, "I didn't know you were going through that. I should have paid attention to you. I …I get it."

"Get …what?"

"Wanting his approval."

Mina moved away from the hug and looked her in the eyes.

"It's kind of obvious I like him, isn't it?" Momo chuckled, "I like his drive. I admire how hard he works. His morale code is solid, and it speaks to me. I keep trying harder too, so I can impress him. I want him to see he as an equal, and as worthy for him. I guess …we both wanted approval."

Mina sniffed to keep her nose from running, rubbing the gunk out of her eyes and smiling, "I guess we did."

Momo chuckled as well, helping Mina onto her feet. She brushed her pink hair to the side and wiped the rest of her tears away. It appeared they were done fighting each other, as they embraced one another tightly.

"I won't ignore you, Mina. I promise," She stated, "I won't do that to you anymore. You're my friend, Afterall."

Mina smiled, "Thank you, Momo. That means a lot to me."

Above them, Spider-Man climbed up the wall and sat on the roof. He removed his mask and tossed it to the side as tears ran down his face as well. He hadn't paid enough attention to see how they felt about him. Mina was suffering, and he unknowingly helped her feel better. For him, this raised a problem. He knew that he wouldn't always be around. One day, he'll go home and leave everyone behind. When he's gone, who will she have to make her feel that way? Even if her friends make her happy, it's not the same as having a crush or falling in love. The longer he stays, the more cemented his presence becomes. And whether he liked it or not, that was dangerous.

Tokoyami jumped onto the roof, ready to attack his prey before he noticed his state of being. He was in no physical or emotional state to fight. Sighing, he withdrew his shadow and walked over to Peter, sitting down next to him. He wasn't too close, just close enough to give him comfort and space.

"What's wrong? Did something happen?" Tokoyami asked.

"I don't know …" Peter spoke quietly, not wanting to alert the girls below, "Mina and Momo …they like me. I don't know just how much, but enough that I impact them emotionally."

"Good, or bad impact?"

Peter paused, "Good, I think."

"Then what's the problem?"

He sighed, holding his knees close to his chest, "I'm only here for …this semester. I'll be gone at some point. My departure will break their hearts. And even if I could stay …I can't let them …" He wiped tears from his face as they fell more rapidly, "If I fall for someone, or someone falls for me, they become endangered. My enemies know who I am now. They may target those who are close to me," He paused to take a deep breath, the tears running on his lips, "We have a Pro hero guarding Izuku and his mother because of me. And I …I can't add to that list. I can't, and I won't."

Tokoyami listened carefully as he stroked his beak. Peter was obviously one to hold the world over his shoulders and refuse to let others help. He believes the weight will crush them if he doesn't hold it alone. Despite being a hero of bright colors, his mind spent much of its time in the dark.

"Peter," Tokoyami put a hand on his shoulder, "We cannot always control how we impact other people. We are heroes, and there will be danger all around us. Both Ashido and Yaoyorozu have abilities they can use to protect themselves. No one here is defenseless-"

"I am!" Peter nearly shouted, covering his mouth before he could make too much noise. The tears flowed off the back of his hand, landing on his lap. Peter didn't know where the outburst came from, but it was hurting him inside. His chest felt heavy as he tried to slow his breathing to no avail. The thought of _anyone_ he cared about putting themselves at risk was terrifying to him, almost traumatizing.

"I …" Peter attempted to continue, "I am."

"No, you aren't," Tokoyami tried to retort, "You're strong-"

"Spider-Man is strong," his voice rippled, "Peter Parker is …weak."

The crow sighed and leaned back, looking up at the sky, "You're wrong. Peter Parker is stronger."

Peter looked at him quietly, wondering if he was going to continue speaking. He never did; they sat there in silence as the clouds hovered overhead. It was hard for Peter to understand how he was stronger than Spider-Man. The hero had powers and skills that the science nerd didn't. How was he stronger? Why couldn't he understand it?

…

Toru sprinted into the underground train station, jumping onto the tracks as soon as she came in. Looking up, she saw Mezo charge in and look around, not seeing any sign of her presence.

"She's getting close you guys," Mezo spoke into his group's communicator, "Keep an eye out."

' _So, we were tricked,'_ Toru thought, ' _The bomb isn't in a building, it's underground!'_

Carefully as not to make a sound, Toru ran off in the only available direction. There were lights at the end of the tunnel, accompanied by a few shadows. By logic, it must have been the rest of their team. There were only two of them, so the others were somewhere outside. As she got closer, she was able to make out who they were. One of them was Denki, wearing his black jacket and pants with lightning designs on it. The other was Mineta, obvious by his short stature and grape-like head. Both of them were good at keeping people away, so she had to be carful.

Toru's foot suddenly scratched against some dirt, echoing through the tunnel.

"Huh?" Denki said as he turned in her direction.

"Ah, screw it," Toru sighed, leaping forward and throwing a hard punch into Denki's face. He went flying down to the ground, frightening Mineta with the sudden attack. She moved quickly and kicked Mineta away before he could peel off any of his sticky spheres. Behind them was the massive bomb prop, with a computer attached to the inside of it.

"There!" Toru ran over, just as she found her foot stuck to a sticky sphere, "Hey!"

"Ha!" Mineta shouted as he laid on the ground, too tired to get up, "Good luck getting to it now!"

The sphere stuck to her foot like Velcro. She twisted and pulled without any progress to removal. The computer was just out of her reach, but she still had to try. Stretching her legs out, she pushed her body forward and attempted to reach for the console. Her fingers aimed for the big red button on the side.

' _Come on, you can do this!'_ She thought, ' _Don't let them down!'_

Finally, her finger pressed the button as the sphere stretched and pulled her back to the ground. The computer shut off immediately with a loud noise.

"No!" Mineta shouted, "No fair! No fair!"

"I did it!" Toru shouted, "I won! I mean- _We_ won!"

The intercom turned on, and All Might's voice came ringing through the tunnels, " _The heroes have won this match! The game is over!"_

After unsticking herself, Toru and the others all met up at the main street of the grounds. She met up with her team and received a massive hug from Mina as they cheered her on. The two teams began to exchange friendly greetings and congratulations.

"Toru has a hard punch! I was knocked straight down! Didn't think she had it in her." Denki rubbed the back of his neck, "I pretty much stood guard the whole time. Getting punched in the face was technically the highlight."

"I didn't expect you guys to block my speakers," Kyoka smiled, "It was pretty clever to distract me and use my power to your advantage."

"And sending Toru after the bomb was smart too," Mezo said, "You guys definitely thought this out way more than us."

As everyone talked and laughed, Momo and Mina looked over at Peter. He was keeping himself distant from everyone rather than receiving feedback.  
"Is he ok?" Mina asked, "Do you think something happened?"

"You're his teammate," Momo said with a smile, "Go ask him."

With a nod, Mina strolled her way over to him.

As she went to say hi, she suddenly saw the look on his face. It was as though his eyes saw something that hers couldn't. He stared off into space in utter worry and fear; she didn't think his eyes could widen anymore than they had. Peter held his arms as to protect the emblem on his chest.

"…Peter," She put a gentle hand on his shoulder, startling him, "Hey, it's just me. What's wrong? Did something happen?"

"Mina, I …" he tried to speak, but seeing her eyes and all their glory, he couldn't find words that fit. She was too good, too innocent and kind. He didn't want to poison that; he didn't want her to get hurt.  
"Mina, you w-were great today…" He spoke with a stutter, "Really, you were awesome. I can't explain how great you are. You need to know that, and I-…I'm sorry."

"What are you sorry about?"

"My life, Mina it's …dangerous," he looked down at his hands, "I have blood …on these. Blood that I can't share, or people get hurt. Those villains want me dead and here everyone is …trusting me. You're lifting me up and making me better, but I might drag you down with me once I fall. I can't do that to you. You're too good, all of you."

She takes a step forward, "Peter-"

"No!"

Everyone else suddenly stopped and took notice of Peter's sudden outburst. Upon it, Peter covered his mouth as his eyes became glossy. He didn't mean to shout at her; she had done nothing wrong to him. She didn't deserve his anger and frustrations.

"I'm sorry, I …" He couldn't, "…I'm ...I'm sorry, I just …It's not you, really! It's …I'm sorry."

He found no more words in his arsenal and retreated to the entrance of the grounds. Everyone stared in confusion, all but Mina who stared with concern.


	13. The Storm before the Calm

The warehouse was filled to the brim with people, big and small. Each of them was dressed so uniquely, you'd never see the same person twice. Thugs, thieves and villains all crowded with one another, throwing their arms into the air and cheering. Clearly, they were excited for something, what it was had only just arrived.  
The Green Goblins shoeless foot stomped onto the stage inside the warehouse, where a microphone had been placed for him. As soon as he reached it, the entire room went silent.

"I am Norman Osborn, but you may call me Goblin," He spoke, his voice echoing through the room, "It came to my attention that your employers, the League of Villains, plan an assault on U.A.'s finest. I said, 'That is a splendid Idea', and decided I wanted to add to their little escapade."

He grabbed the microphone and began to pace around the stage, "I have just as many, if not twice the number of villains on my side than people in this room. With our forces together, we will invade their home, and take their hope away!"

The thugs cheered for him.

"All I ask of you is one thing," He grinned, "Leave your mercy behind!"

They through their fists into the air, shouting with enthusiasm.

The blue haired man scratched his head as he stood off to the side, his eyes peering through the dismembered hand on his face, "He's far too loud," he spoke, "I don't like him!"

"Patience, Tomura," said the figure beside him, his body nothing more than dark mist contained in clothing, and yellow eyes peering out within them, "He has resources that will further us to our goal. All he wants in return is a single child. Is that not a good trade?"

Tomura continued to scratch his head, "What's so special about this Parker kid anyway? Spiders are gross. People _kill_ spiders."

"Perhaps that is precisely the point."

Tomura looked at Goblin, squinting his eyes at him, "I don't buy it."

…

They had yet to approach Peter in the classroom as he sat firmly in his seat. His arms were crossed, and his head rested on them. No one had gotten the courage speak up after yesterdays Heroics Class. They didn't want to pour salt on the wound, knowing that something was weighing down on him. It was hardest for Mina and Momo, feeling as though they were the cause of his emotional state. They may have come to terms with what they felt, but Peter had yet to do the same.

The door of the classroom swung open, and Mr. Aizawa came waltzing in. The moment he entered, he could tell the vibe had been off from its usual cheer. Everyone was conflicted with their emotions, and It was clearer than glass. They weren't like this during yesterdays homeroom, so something must have happened between then and now.

"Good morning class," Aizawa greeted, "I have a very special announcement for everyone today."

A few people perked up to listen, but no one seemed as enthusiastic.

"Alright …" Aizawa scoffed, "We'll be taking a field trip today to a special location."

Now was when people started to listen, Peter included as he raised his head from his arms.

"This class will be taught by three different instructors, myself and All Might included," Aizawa continued, "You'll be doing disaster, shipwrecks, and everything in between. It's rescue training, essentially."

The students began to murmur with one another, minus Peter who stayed reserved from interaction.

"Sounds fun, huh?" Momo spoke to him, catching him off guard. He had almost forgotten he wasn't the only person in the world.

"Yeah! Yeah, it sounds fun," He replied, turning his attention back to the front. It was a failed attempt at interaction, but she wasn't going to give up.

"The training takes place off campus," Aizawa continued, "So we'll be taking a bus. You can decide whether to wear your costumes," he looked to Peter, "Parker, you'll have to stay behind until your protector, Overcast, arrives here to escort you. Clear?"

He nodded, "Clear."

The cases popped out of their compartments in the walls, numbered 1 through 21. Students eagerly got up to grab them, running off to the bathrooms to change as quickly as possible. Peter waited until the bulk of the students grabbed their cases before moving to grab his.  
Inside his case was the watch, hiding his nano-suit safely inside. Behind him was Momo and Mina, looking at each other and wondering who should speak up first.

When Peter turned around, he was met with a startle by the two young girls before him. They both looked nervous, wanting to say something but unable to find the proper words.

"Momo, Mina," He greeted, trying his best to remain composed, "About yesterday …"

"We were gonna …ask about that," Mina said, "I didn't mean to upset you. I'm really sorry."

Peter sighed, "It wasn't you, I …" He paused, searching for the best words, "I heard your …conversation with Momo."

Both the girl's eyes widened now, looking away a second after words from embarrassment. The fact that he heard their confessions only made this more awkward to talk about.

"Look," Peter sounded sincere to calm them, "I admire it, I really do. And I am honestly happy that my influence can improve your lives in some way. It just …brought up some things for me."

"What …kind of things?" Mina asked.

Peter sighed, clicking the watch around his right wrist tightly. When trying to find his answer, the past came back to haunt him. There were a dozen reasons he could give, but he would only confuse them if they were all gifted in one box.

"I've lost …people," Peter finally said, "In more ways that one. People have turned on me, people have …" He ran his hand over his face, "Part of me doesn't want to risk hurting another person I care about, you know?"

They looked at him with concern, yet comfort. For a moment, they had worried that he would be completely reserved and ignore them all together. They were grateful to see that he was willing to at least talk about what he was feeling.

"Peter …" Momo put a hand on his shoulder slowly, making sure it was ok to do so, "We're sorry you feel like that. Mina and I still need to understand how far our feelings go. To be honest, we don't know if it goes as far as …well, romance. What we do know is that you inspire us to be better. For the moment, it's enough to give you solace."

"Yeah," Mina smiled, "We're heroes, like you. We can protect ourselves, so you don't have to worry about our safety."

"I know," Peter said, "It's just …hard."

Mina sighed, "Ok, hug time. Come here," She quickly took ahold of him, squeezing him tightly but without hurting him. Momo quickly joined in the hug and wrapped her arms around them both. Turning red, Peter laughed with a smile on his face.  
"Thanks," Peter said.

Despite their efforts, he still felt unsure if this was right.

…

The other students changed into their costumes and left as soon as they could. Peter however stayed behind, sitting at his seat in the classroom. It was barren and silent, almost uncomfortable without Bakugo's attitude, or Mineta's complaining. Moments like this allowed his mind to wander to places unhealthy to most. He started to think of his life back home, and what may have changed with his disappearance. His friends and family are surely wondering where he may be, and the other Avengers must feel guilty about it. Likely, Tony would have come up with cover story. Aunt May probably wouldn't even believe it, she was smarter than that.

His train of thought derailed at the sound of a loud beeping coming from his backpack. It was a sound he hadn't heard in well over a few weeks. Hastily, he lifted his backpack onto the desk and unzipped it. Reaching inside, he pulled out his cell-phone, vibrating and ringing in his hands. How was it still working, wonde Peter. He kept it charged just in case, but he didn't think it would ring here. The phone hasn't had service since he arrived. In fact, he was lucky he had it on him when he went with the avengers.

He looked at the caller-ID, and his heart became heavy. The phone shook in his hands from the shock and anticipation. He wanted to answer right away but became nervous as to what he would say. She must have been worried sick, so he needed to say something to her. Anything.

Finally, he answered the call.

"Aunt May?!" He exclaimed, "Is that you?"

" _P-Peter_?" Aunt May's voice sounded from within the phone, making Peter smile brightly. She sounded scared, and rightfully so.

"Aunt May!" He said again, tears beginning to form in his eyes as he stood from his seat, "Aunt May, it's so good to hear your voice!"

" _Peter! Thank god! I've been so worried something happened to you!_ " She was choking on her own tears.

"I'm ok! I'm right here."

Aunt May took a moment to let her breathing catch up to her, " _Peter, when you didn't come home from school, I- I was so worried! I thought something horrible had happened to you! Everyone said you might be_ -"

"Hey, hey!" He attempted to calm her down, "I'm here Aunt May. Listen to my voice, I'm right here. I…" he began to cry, "I'm so sorry I worried you. So much has happened and I can't explain all of it. But I'm trying to find a way home, then I'll explain what I can. I promise."

" _Peter_ …" She sounded scared again, " _Please talk to me, what happened_?"

"I …it's a long story," He regretted not telling her, but he worried she wouldn't understand, "I just want you to know I'm ok."

" _But, Peter_!" She exclaimed, " _What happened? Did those men take you_?"

"No one took me, Aunt May, I…" He suddenly stopped, registering what she said in full, "What men?"

There was silence on the other end. Something wasn't quite what it seemed.

Peter, reacting to his instincts, made for the door and left the room. There were only a few more seconds of silence before Aunt May called for him again, wondering why he said nothing. He simply continued to reply with 'Everything is going to be ok' and kept walking through the building. Eventually, he found his way to the teachers lounge, keeping the phone on his ear.  
"Aunt May," he started, "How have you been since I left? Everything ok?"

He entered the room, where two figures had been talking with one another on the couches. One was All Might, reduced to his weaker form. The other was the principle; the little mink he had met a few weeks prior. They seemed a bit surprised to see him but said nothing when they saw he was on the phone.  
" _I've been alright, Peter, for the most part_ ," Aunt May spoke slowly, " _Honestly, I've been devastated since you left."_

"I know, I'm sorry," He quickly covered the phone with his other hand and whispered to All Might, "Laptop."

All Might didn't fully understand what was going on, but he trusted Peter enough to know that it was important. In a bag just next to the couch, he pulled out a small laptop and handed it to Peter.

"Chord," He whispered, showing the type of wire his phone took.

Principle Nezu didn't hesitate to jump out of his chair and run into the next room, searching through the drawers for the right chord.  
Peter sat down next to All Might and pulled up the coffee table, opening the laptop. He let All Might log in for him, then quickly took over again.  
"Aunt May, there's so much I wish I could tell you," Peter continued talking, "There are so many things I've wanted to tell you for a long time, but I've never had the courage to do it. I wish I could explain everything, but all I can say for sure is that everything will be ok."

He gave All Might a look. It was a mix of worry, concern and determination. All Might was able to gather what he needed from it and nodded to him.  
Nezu came zooming into the room with a long white chord, handing it to Peter in silence. He took it and plugged one end into his phone, and the other into the laptop. Immediately he opened a program on his phone and transferred it onto the laptop. A large map popped up on the screen, showing one dot on the school campus, with a percentage building up in the corner.

"Where are you Aunt May? At home I assume?" He asked.

"… _Yes…"_ She hesitated, sounded more scared than ever.

"I see," He replied, continuing to type, "Uncle Ben there with you, right?"

There was silence, as if she was trying to figure out what he meant by that. Not wanting to freak out, she went along with it, " _Yes …we're having tea by the fireplace_."

"Remember what he said once Christmas? By that fire place? He said that no matter what happens, he would protect us."

" _Even in death, I remember,"_ She choked on her tears again, just as the percentage on the screen reached 100.

"He'll protect you Aunt May," he rested his fingers, "Just hang in there."

A second dot appeared on the screen. It rested near the entrance of the school, close to the water fountain.

She was here.

Instinct took over once again; his spider-sense ringing fast in his ears. He didn't know what it was, or where it even came from, but that didn't stop him from acting. Quickly he twisted his toes on the ground and leapt at All Might, tackling him and moving them from the couch. Throwing his left wrist out, he shot a web at Nezu and pulled him along with them. Just as they had moved from the couches, the wall of the room collapsed in a small explosion. Peter rolled into a recovery and heled All Might to his feet, while Nezu recovered on his own, almost hitting the wall. As the smoke began to clear, All Might quickly entered his strong form; his muscles grew and expanded, while his hair stood up tall.

Peter had no time to press the button on his watch before a long pillar of sand came rushing in, grabbing him and pulling him out of the room. All Might chased after him a second later, leading them into the hall where Peter was held in the air.  
"Don't move, hero!" A figure shouted. His arm was partially turned to sand, holding Peter in the air and covering his nose and mouth. He wore a striped shirt and tan jeans, his hair cut small. Below him was a small pile of sand that dripped from his body.  
"Let the boy go, villain!" All Might shouted, "Or I will have to use force upon you!"

Peter was running out of air with each second. If All Might wasn't carful, he could hurt him as well as the sand villain.  
"Take your best shot, hero!" The sand man shouted, "Go ahead, I'll be fine. The web head is my meat shield!"

Despite the smile he kept on his face, All Might gritted his teeth in anger. He couldn't use his full power, or he would hurt both rather than one. The villain seemed to be made of sand, possibly meaning his physical form was fragile. A lighter attack might be enough, and not hurt young Parker in the process.  
All Might shifted his right foot back, and winded his fist up, but not too much. Quickly he punched his fist forward, and a gust of concentrated wind went flying from his arm. The powerful blast struck the sand man directly in his chest. His form collapsed quickly, and grains of sand went flying backwards. Peter fell to his knees and rolled forward, immediately pressing the button on his watch. The nano-bots covered his body and formed his suit in a matter of seconds as he took his place next to All Might.

"Are you alright?" All Might asked.

"Yeah, I'm ok. You?" He replied.

"Could be better," All Might clenched his fist, "I worked myself to the bone today; too much hero work. I'm supposed to be with the kids on their field trip, but I needed to rest. I don't know how long I can hold this form."

"Just hold back then, I'll handle it. I've fought Sandman before."

His spider-sense went off again, causing him to turn around at the sound of stomping, "Though he's probably not the only one here…" He said.  
The two heroes jumped to the side as two knives struck the ground before them. Quickly picking them up was a man dressed in strange clothing. Much of his outfit consisted of animal skin designs. His facial hair added to his jungle aesthetic; equipped to several parts of his body were knives and other hunting weapons, including a rifle on his back.

"How long have I hunted you, Spider-Man?" The man asked with a Russian accent, "Perhaps today I will finally catch my prey."

"Kraven?" Spider-Man questioned, "Seriously? Did Norman just bring everyone here?"

"Yes, in fact. But not all of us came for you."

"Did they come to finally shave that monstrosity you call a moustache?"

His comment immediately earned him a knife barreled for his face. All Might was quickly able to move his hand and catch the knife before it struck, crushing it in his palm and shattering the blade. Sandman launched a sand fist at the duo as Spider-Man dodged the attack while All Might took it with ease. All Might launched himself forward and threw his fist at Sandman, who immediately turned to sand and caught his fist in his chest. He only struggled for a second until he was able to free his arm, jumping back from the villain as he reformed.

"I can see how you became so good," All Might said to Peter, "These villains certainly know what they are doing."

"I don't know if I should take that as a compliment or not," Spider-Man retorted.

An explosion of air zoomed by the two heroes, plowing through the villains that opposed them. When the unknown figure passed by sandman, he fell apart and the grains of sand fell everywhere. Kraven went flying into the wall, incapacitated temporarily. Spider-Man covered his face from the wind as he looked up toward the end of the hallway. Standing there, out of breath was Tenya wearing his costume, without the helmet. His glasses were barely holding on from the momentum he had been moving at.  
"Tenya?!" Spider-Man shouted, "What are you doing here?!"

"The others!" Tenya shouted back, "From the field trip! The campus is under attack by villains!"

All Might's smile suddenly dropped. The change in his vibe sent shivers down peters spine, as if a faint darkness ignited in the hero of light.

"Midoryia," All Might muttered, "We must get to them!"

"Go!" Spider-Man commanded, "We can do this! They need your help!"

All Might did not hesitate after the reassurance and sped off in an instance. His exit created a blast of wind that broke all the windows in the hall, knocking Kraven back down just as he got to his feet. Spider-Man quickly backflipped over him and shot webs at his feet, pinning him to the ground and ceasing his movement.

When he looked over to Tenya, he saw Sandman reforming behind him. There was no time to shout a warning, so Spider-Man web-zipped over and tackled Tenya through the broken window, just as Sandman tried to approach them.  
The two landed on the ground outside, with Sandman looking down from above.

"Tenya," Spider-Man helped his friend up, "Find as many Pro's as you can and meet up with All Might, I have a feeling they'll need help."

"But what about you?" Tenya argued, "I saw several other villains on my way in. You can't fight them all!"

"I've fought a lot of them before."

"But-"

"Tenya Iida, do as I say!"

His sharp snap caused Tenya to recoil, but nod in understanding. Adjusting his glasses, Tenya took off at quick speed, leaving a gust of wind behind. Just as he left, Sandman jumped down to ground level and faced Spider-Man with a devilish grin.

"So, Sandy," Spider-Man started, his hands on his hips, "Am I gonna have to take a shower after this again? Because lemme tell you, I hate picking sand out of my costume."

"Sorry web head, but today that sand will be stained with your blood!" Sandman shouted.

"You comic book washouts aren't smart enough to put all this together. I assume Goblin is behind this."

Sandman laughed, "You have no idea what you are in for. There are several dozen villains on the premises, and nearly half of them are gunning for _you_. Better think twice before assuming you'll leave here alive."

"Mm, Ok, but I'm gonna need like …3 minutes tops to think about it twice, maybe three times because I'm an over achiever."

Sandman gritted his teeth and charged at the arachnid.

…

Kendo twiddled her pencil between her fingers as she stared down at the paper. The questions on them weren't that hard, rather her mind was traveling elsewhere. She hadn't seen much of Peter since the incident at the police station. What was he up to right now? Heroics class should be happening for him right now; he was probably showing everyone up without even realizing it. He's too humble for his own good, she thought. He was a good hero, though somewhat of a smart-alec when in costume. Yet, she liked that about him. He knew how to keep the spirits up even in a bleak situation. It made her smile whenever he thought of him, which was a lot.

The building had begun to shake suddenly; dust fell from the ceiling above them. The students murmured to one another as their teacher stood up from his front desk. His blonde hair stood up, and his attire showed a vibe that showed his interest in show business.

"Mr. Yamada," A student asked, "What's going on?"

"No reason to panic!" He said, "I'm sure that it was nothing!"

The building shook again, this time with much more intensity.

"On second thought," Yamada panicked, "We'll be evacuating to the front yard instead. Please line up in an orderly fashion!"

The window beside them suddenly combusted; glass fell everywhere as the wall came apart at the seams. The students ducked under their chairs to hide from the debris, managing to avoid most of it. Kendo had simply enlarged her hands and blocked most of the mess, save for the dust that went into her eyes. She had to close them, but still found them irritated and crying.

A figure stepped through the dust, wearing a green and yellow costume. The prime color was the green, while a yellow lightning design ran down his body. His mask revealed his eyes and mouth, with several pointy bits of fabric sticking out above his forehead and down his face.

"I can feel sparks flying in here!" the man shouted, "It's no fun if everyone stands still! Get up and run!"

He lifted his hands into the air, and electricity escaped from his fingertips. The sparks fired everywhere, striking a few of the students who hid. Everyone panicked and began to rush out the front door, while the teacher stayed behind and faced him.

"You're in for a wild ride my friend!" Yamada pointed at him, speaking flamboyantly, "You can't just come in here and do what you want! Prepare to be bested by the Pro Hero Present Mi-!"

The villain shot a lightning blast at him, electrifying his entire body.

"I'm sure you are a pro," The villain grinned, "But I'm better."

Yamada fell to the ground, twitching from the attack as the villain stepped over him.

Kendo rushed through the halls, trying to squeeze her way past the terrified students. The halls were filled with teenagers all trying to get through to the exit. They were pressed against one another, practically unable to move. Kendo was afraid to use her powers and hurt them, though it may be the only way to get through.

She looked outside through the hall window and saw a sight that made her heart beat fast. Standing outside was the arachnid hero, fighting someone who's body had turned to sand. They were in a powerful clash of attacks, and Spider-Man was dodging most of the time. Was he fighting a villain? Is that why the school has been shaking? Have they been invaded? Whatever the reason, Peter was fighting back rather than running away. He wasn't afraid to put his life down for others, despite the rules against it.  
Then again, this was the school campus and they were under attack. There are loopholes if it counts as self-defense.

The new fact ignited something in her chest, and her eyes held a fiery glare. Enlarging her hands, she pushed past the students and moved towards the window instead of the door. She climbed onto the hallway rails and reeled her fist back, knowing what happened next was going to hurt. Despite this, she flung her fist forward and broke the window with one go. She wasted no time to jump out through the opening.

Landing between Sandman and Spider-Man, Kendo held out one of her massive hands and guarded her friend. Her other hand had shrunk down, cut and bleeding from the glass. Her blood dripped to the ground, but her focus remained on the enemy.

"The hell?!" Sandman jumped back into a defensive position.

"Kendo?" Spider-Man question as he regained his composure.

"You messed with the wrong school," She shouted to the villain, "You better start running, because I'm the last person you wanna get in a fist fight with!"


	14. The Eye of the Storm

_Elsewhere_

Sitting in what seemed like a massive steal cube, The Rhino sulked in anger. His strength proved difficult to maintain in a normal cell, so he had been moved to one of stronger material. The most he was about to do was dent the walls but breaking them proved more difficult even with his great power. His anger proved his weakness, always wearing himself down too quickly with over-exertion. Camera's were placed in the corners outside the cube, watching to ensure that he did not escape. The only thing outside the cube beyond the cameras was a door, and a single guard sitting in a chair reading from the newspaper.

A loud banging startled the lone guard, making him stand up in surprise. He was confused to find the banging did not come from Rhino's prison this time, but from somewhere above him. The knocking and banging traveled through the vents quickly, until it stopped just above him. Breaking the ventilation opening down, a massive pillar of water shot toward the guard and consumed him, lifting him into the air and throwing him against the wall several times over. He finally passed out as the water took physical form.

Hydro Man regained his composure and approached the large metal cube, pushing his hands against it. Water leaked from his skin and letting liquid drip from them. The water reached the cracks and seems of the cube and entered inside, beginning to corrode the material inside. A creaking caught Rhino's attention as he looked around to notice water dripping from the ceiling.

The wall Hydro Man stood in front of fell, nearly crushing him had he not become water to avoid it.

"Good to see you, ugly," Hydro Man said, "Boss needs your help. So, quit sitting around and let's get to work."

…

 _Meanwhile_

Only half the students stared out the broken window and watched the scene unfold below. Kendo stood strong in front of Spider-Man with one hand enlarged, the other cut and bleeding onto the ground. If she tried to enlarge her wounded hand, the cuts would likely expand as well and only become worse. For now, she had to fight using only one hand.

"Run away like a good little rat, girl!" Sandman shouted, his arm extending into a fist of sand, "You don't want to go toe to toe with me!"

"I was gonna say the same to you!" She retorted, "I think the beach is down north, you washed up sand castle!"

The fact that Kendo was choosing to fight surprised Peter the most. She was the one who told him it was wrong to fight villains without a license. Yet, here she was using her powers to protect him. She's become a type of hypocrite considering these events.

"Kendo," Spider-Man grunted from the pain in his body, "What are you doing? I thought you said we can't fight without a license?"

"Yeah and I thought about scolding you," She sighed, "But there are loopholes if it counts as self-defense."

"Yeah but …" Spider-Man noticed the blood running down Kendo's arm. If she didn't get that treated, it would eventually get infected.

Sandman's fist came flying toward them at an angle. Spider-Man wrapped his arms around Kendo's waist and leaped into the air with her. His feet landed on the nearest wall of the school and stuck there, while Sandman's fist collided with the ground where they once were. The villain looked up and swung his arm toward them, a pillar of sand ascending the wall. Spider-Man quickly pushed off the surface and swung down on a web, his foot colliding with Sandman's face.

Spider-Man jumped back to the ground behind the villain, who held his face in pain. He wasted no time and webbed up his hands and pulled on him, restraining his movement.

"Kendo!" He called out, no description to his orders.

She didn't need further instructions as she lifted her enlarged fist and swung at the villain with a strong right hook. His body crumbled into sand as pieces of him fell everywhere, breaking the webs held by the arachnid. Her hand shrunk back down, tired from the strain her other hand was experiencing.

Spider-Man rushed to her side and gently held her wounded hand, examining the cuts around the knuckles and wrist, "Kendo, we need to get this taken care of. Go find recovery girl and get patched up."

"I'm not leaving you to fight all by yourself!" She retorted, "Don't start thinking you're gonna play the lone wolf hero today!"

Spider-Man groaned, knowing there was no chance in convincing her to leave. He facepalmed his forehead, trying to think of a solution. Then, his eyes landed on the palm of his hand, where the nanites protected him with the suit they created. There was a lot he had yet to understand about the technology, but what he knew with certainty was how it responded to thought.

Gently, he took Kendo's wounded hand and enclosed his palm tightly around it. His thoughts filled with his desire to protect her, and the nanites responded accordingly. The sleeve of his left arm pulled away from the elbow down, shifting like sand and traveling onto Kendo's skin. She was startled at first but allowed the event to unfold, needing to trust that Peter knew what he was doing. The nanites covered her hand up to her elbow, mimicking the design on Spider-Mans other hand. However, once the glove had solidified around her arm, the colors shifted and changed. The blue became black, while the red became green.

Spider-Man released her hand as she examined the glove around her skin. She moved her fingers around and stretched them, finding their movement to have improved and the pain numbing somewhat.

"Whoa …" Kendo spoke softly, "That's incredible."

"I actually didn't know it could change color," Spider-Man shrugged, "Noted tip. Definitely a good feature, ten out of ten I'd buy it again."

Sandman's foot slammed into the ground, the toes and shoe beginning to reform to solid shape. Kendo and Spider-Man jumped back in surprise, getting into an attack position.

"I don't suggest enlarging your gloved hand," Spider-Man suggested, "There aren't enough nanites to stretch that far."

"I'll be fine, I still have one good fist to punch with."

Sandman's form came into being, a devilish grin on his face. No matter how many times they knock him down, his abilities allowed for him to reform whenever he pleased. When his shape completed, the details of his body came next and recreated the sand villain.

"You know punches and kicks aren't going to take me down web-head!" He laughed, "You're going to have to do better than that!"

Spider-Man grabs Kendo's hand tightly, tugging on her, "We need to go," He said, "Run!"

Though she protested, she was tugged along and dragged back into the building as Sandman chased after them.

The halls weren't as crowded, but still filled with students running in multiple directions. The pair found it difficult to maneuver through the bodies, so Spider-Man grabbed Kendo and held her tightly, leaping to the ceiling and crawling across it with ease. Sandman was able to maneuver around them much more easily, though still found himself in some traffic.  
"Peter!" Kendo exclaimed, pointing to a door down below them, "In there! Hopefully she hasn't left, but maybe someone in there can help us!"

Spider-Man didn't hesitate to jump back to the ground and kick the door open. They were able to close it just before Sandman reached them, stopping him only for a moment.  
"This door won't stop me!" Sandman shouted, forming his hand into a sand hammer and busting the door down. The hinges came undone and the doors fell to the ground, revealing a pitch-black room.

Sandman walked inside, looking around and searching for a light switch. It was difficult to make out what was in the room other than several tables. The only sounds he heard were the steps he took against the ground. It was far too quiet for his liking; they were hiding from him like cockroaches.

"Get out here!" His voice echoed, "Fight me head on!"

The sound of something powering up caused him to turn around, ready to pounce on his enemy. Before he could move, he was engulfed in a barrage of flames and smoke. The fire consumed his body and ignited the sand he created. From the bottom up, his body began to solidify further into a clear blue color. The flames only stopped when Sandman completely turned to glass, his expression stuck in one of surprise.

"Woo!" The girl shouted, holding a flamethrower in her hands, "That's what I'm talking about! I told you my baby could do it!"

The lights turned on and revealed the woman responsible. The girl's hair was pink, and styled asymmetrically, having two longer strands on the right side of her face. Her outfit consisted of a tang top and baggy work pants, and a pair of goggles sitting on her head. She adjusted her gloves and set the flamethrower down, giving it a pat before putting her hands on her hips.

Kendo and Spider-Man jumped down from the ceiling, observing the Sandman as a glass statue.

"Thanks for that, Mei," Kendo said with a smile, "I'm sorry we rushed this onto you."

"Pft! Nah!" She exclaimed with a bright smile and wide eyes, "I got to take my new baby for a test drive! I'd say that was a successful test run!"

Mei rushed up to Spider-Man and shook his hand aggressively, "Hey there! I'm Mei Hatsume! Gotta say I love the tech in that suit, though I think I could do one better! Give me a few days and I can whip you up something amazing! No, spectacular! Or sensational! Superior!"

He laughed and managed to free his hand from her grip, "Thanks, but you don't have to."

"Telling me not to invent is like telling someone not to _breath!_ Not fun and counterproductive!"

"Mei," Kendo interrupted, "Do you have anything here that can take care of crowds? There are a lot of villains out there, most of them searching for Peter."

Mei put a hand to her chin, "Hm, well, I may have just the thing! One moment!" She zoomed away from the pair and practically jumped into a pile of gadgets like it was a pool. The two young heroes only stood awkwardly with their hands behind their backs. Tools and small inventions went flying across the room, almost hitting them as they passed by.

"We should just be running," Kendo suddenly spoke, "We can't fight these villains. We should just be escaping like everyone else and let the Pro's handle this. Why aren't we?"

"You know why," Peter said sternly, "I think you're just finally feeling it."

"Feeling what?"

"The power," He looked into her eyes, his eye lenses shrinking, "The power that we have, and the responsibility that comes with it. It's why I went out and fought villains, because If I stand around and let people die, it's my fault."

"It wouldn't be your fault."

"You're saying that if Sandman killed me and you didn't do anything, you wouldn't feel like it's your fault?"

Kendo was silent, looking away and down at the ground, "I couldn't let him hurt you. I was worried what would happen if I let you fight alone. I thought back to Hydro Man and I …just moved."

"It's what I feel all the time, Kendo. Letting my body move."

Mei popped out from the pile of gadgets, holding a device in her hands. She shouted, "Found it!" and rushed over to the pair waiting for her. In her hands was a bag of small metal orbs, with a button atop each of them. The orbs size was no more than the palm of a hand.

"These little bad boys should do the trick for ya!" She exclaimed excitedly, "Press the button on top and throw it, it releases electrified wires that trap the bad guys! Stay clear though, it latches onto whatever it can get, including you."

He took the bag in his gloved hand and threw it over his shoulder, tightening the strap against his costume, "We need to fight them head on if we want out of here. I want you two to head to the back exit of the school. I'm heading to the front."

"What?! No way!" Kendo denied, "We aren't splitting up! Why do you have to go out the front?"

He began to say something in response, but he was caught in a web of his own words. It wasn't a burden that she needed to take on, especially not for him. If Norman really had his Aunt May as bait to draw him out, then this was a fight he needed to take on alone. Dragging anyone else into it will simply get them hurt.

Kendo suddenly took his exposed hand, massaging his skin in a comforting motion. She knew he was feeling pain, the kind that was difficult to share. He had that same vibe the night they fought Hydro Man. He was so desperate to keep her out of danger, that he shut her out in every way. She wasn't going to let him sing that song again.

Slowly, she lifted her hand up and reached for the edge of his mask, pinching the material together to grip it. Peter reacted instinctively and grabbed her arm with his exposed hand. The lenses of his mask shrunk in focus as he looked away from her. His heart pounded with anxiety; the thought of her getting hurt by following him scared him too much to risk it. He wanted to say something that would convince her to drop her hand, but she remained firm in place. It hurt too much to look her in the eyes and tell her he plans what's practically a suicide mission, all to save someone who may or may not be here.

Eventually, he looked back at her, his lenses widening to show the full of the eyes. As if a spell was casted over him, he removed his hand from her arm, and allowed her to lift his mask further up. The nano-material separated from the rest of the costume and revealed his face underneath. His mask rested on his head, clumped together with his hair. Kendo looked him dead in the eyes, still holding his hand.

"You aren't going to fight alone," Her expression was stern, "I'm a hero too. I have powers just like you. You can't do everything on your own, you need to allow people to help you. There are only so many villains one person can beat by themselves. You'll burn yourself out if you don't accept help. Whether you accept it or not, I'll just follow you."

"Kendo-"

"Ever tried carrying a boulder up a hill?" Kendo asked abruptly, "Super strength or not, that will be difficult. Gravity is against you, and there isn't a lot of grip on the boulder itself. It's a lot easier to push however if you have someone helping you. So, let me help you carry it."

She pulled the mask back down over his face, letting the material reconnect with the rest of his suit. He was out of quips and retorts at this point, having no argument to present to her that would convince her drive to change. She was the immovable object against the unstoppable force, the only way to win was to surrender.

"…Ok," He lifted his shoulders as his chin held high, "Front entrance it is. Make sure you don't fall behind."

Mei jumped toward Kendo and hung herself on the back of her shoulders, smiling brightly as she laughed, "No problem! You'll see, my babies will kick those bad guys to kingdom dumb!"

"You mean kingdom come?"

"Would have said it if I meant it."

The doors of the workroom suddenly combusted and fell over, sparking with electricity. Spider-Man stood in front of Kendo and Mei instinctively, watching the figure walk through the smoke. It was a man dressed in yellow and green, with electricity sparking off his body. Kendo gripped Peter's shoulder, sensing the tension suddenly surging through him.

"Good to see you, wall-crawler," The man said, snapping his fingers and releasing sparks into the air, "You could never resist a crisis."

"Electro," Spider-Man greeted, "What are you doing here, Max?"

"Taking the opportunity to kill you, what else?" He shrugged, "Get passed me, and maybe you can save that old woman out front."

"Ooo!" Mei exclaimed, "An electric-based villain! The perfect test runner!" she reached into the bag strapped around Spider-Man and grabbed one of the many spheres inside. Quickly pressing the button on top, it started beeping loudly as she winded her arm back, "Go, my child!"

She threw the sphere like a baseball, and Electro prepared to counter it. What he didn't expect was for the sphere to suddenly explode into dust and release several massive nets of thin material that wrapped around him. The nets clung together like magnets and tightened around the villain, limiting his movement.

"The hell is this?!" Electro tried to shock his way out, but his power drained each time he tried.

"Ha! Nice try, but my nets are perfect conductors! Can't shock your way out of them, it only makes them tighter!" She looked to Kendo and Spider-Man with a smile and wide eyes, "Go on ahead, I wanna have fun with this one a bit longer!"

Spider-Man grinned under the mask, "Have fun, and thanks."

The duo ran out the door as Mei picked up more gear and tools, a large grin of excitement taking over.

…

Kendo rubbed the hand encased by the glove as they ran through the halls, feeling the material shift on her skin. It had a sense of comfortability that made her feel safer than she should. The glove fit with every movement, numbing the pain she felt from the cuts. It was like Peter was holding her hand, healing and protecting her amid this crisis.

As they reached the front door leading outside, Spider-Man stopped just as his hand reached for the handle. A tingling sensation surged through his head, making him back off the door to freedom. When Kendo caught up with him, she noticed his hesitation.  
"Peter," She put a hand on his shoulder, "What's wrong."

His lenses shrunk as he turned his head to face her, "He's waiting for me."

"Who's waiting?"

The arachnid hero looked back at the door and gripped the handle tightly, "My mistake."

He pushed the door open, allowing the light to enter the hallway.

The outside was bright with the sun high in the sky, showing the time was about mid-day now. In front of the fountain far from them was Norman Osborn, the Green Goblin. He held his hand on the shoulder of an old woman. Her hair was white and her skin wrinkled. She was dressed in a long woman's skirt and blue top, with a pair of reading glasses tucked in her shirt pocket. Her legs were trembling, showing that she was feeling afraid for her well-being. There was no telling how much she has been through since her arrival.

Around Goblin were multiple figures, making a total of six. To his left were familiar figures like Sandman, Hydro Man and the Vulture. Sandman must have escaped his glass casing after they had left, hopefully Mei didn't get hurt when he did. To his right was Kraven and Rhino. Vulture was one he hadn't seen yet, sporting his classing green costume with wings under his arms. The old man slouched, his bones not as strong as they used to be. Meanwhile, Rhino was one he was most surprised to see, as he assumed he was still in prison. The villains all stood confidently, as if they had fully planned how the next five minutes would turn out for both sides.

"May Parker?" He asked aloud, trying his best to distinguish his voice, "Everything is going to be ok."

"Why are you doing a voice?" Kendo quietly asked.

"That woman is my Aunt. She doesn't know I'm Spider-Man and I'd like to keep it that way for as long as possible."

Kendo nodded, clenching her fists and getting ready for action.

"I'm here, Goblin!" Spider-Man shouted at him, "Now let her go, and we can settle this like gentleman. Well, gentlemonsters. You know what, I don't know the protocol here."

"I won't be releasing her just yet, boy," Goblin smirked sinisterly, "My friends here would like to have some fun first."

"Kendo," Spider-Man spoke quietly and sternly, "I need you to stay out of this fight. I don't want you getting hurt."

"Peter, I can help you fight them."

"And _I_ could help you die, doesn't mean I will, though."

He made the gesture with his hand and shot a thick web down at Kendo's feet. They stuck her to the ground firmly, pinning her toes to the concrete with a death grip. Kendo struggled to pull the webbing off but found it to be useless.

"Spider-Man!" she scolded, "Don't! You'll be killed!"

"But _you_ won't be and that's the point," He began walking closer to the sinister group, tightening his grip on the bag of spheres, with Kendo shouting at him from behind.

As Goblin took a step backwards, the other five villains took place in front, pounding their fists together and stretching their necks. Each of them had a bone to pick with the wall crawler, and none of them planned to hold back.

"Every prey has it's end, Spider-Man," Kraven taunted, pulling out a pair of knives, "When this is over, your blood will stain these blades, and I will hang your torn costume on my wall."

"This is actually nano-tech," He retorted, "I don't think it rips."

"Joke while you can!" shouted Vulture, "You can't fight us all!"

"Yes, I can," Spider-Man put himself into a fighting position, "It's just really going to hurt."

Rhino was the first to charge toward him, barreling his horn toward the arachnid's chest. Spider-Man leapt over him and slammed his feet on his back, pushing himself off into the air and throwing Rhino off balance. As soon as the hero landed, he immediately ducked to avoid Sandman's extending fist. He jumped again as his fist came back around, shooting a web and swinging away from him.

His swinging reached it's peak when the Vulture came swooping in. He grabbed Spider-Man and carried him high into the air, squeezing his arms against his side.

"You're out of your league, Spider-Man!" Vulture shouted over the wind.

"And you're out of your prime!" Spider-Man kicked his stomach and forced his muscles to release him. Jumping off Vulture, he threw a sphere out from the bag and let it explode in Vultures face. A large net wrapped around him and ceased his flight, sending him falling. The arachnid went diving toward the ground, building speed before he shot out a web and lifted himself just before touching the ground. Using the velocity of the swing, he kicked his feet directly into Kraven's chest, sending him skidding against the ground.

Spider-Man hadn't even touched the concrete before Rhino's fist smacked against him. He sent him tumbling, needing to shoulder roll into recovery and leap onto his feet. Once again, his spider-sense tingled, and he jumped away from a pillar of water that nearly crushed him from above. The water followed him as he continued to dodge quickly, only being scratched by the liquid a few times. Sandman formed from the ground behind him, throwing a sandy fist toward his back as Hydro Man threw one toward his front. Leaping away, the two fists collided and evaporated on contact. The two mixed and turned each arm into mud, slowly trying to recover their true forms.

Spider-Man landed on one knee after backflipping through the air. He looked around at the villains one by one, each of them recovering and surrounding him.

"When you die," Kraven recovered to his feet and inched toward the forming circle around the arachnid, "I'll show off your mask as a trophy!"

"I thought first rule of fight club was never talk about fight club?" Spider-Man cocked his head to the side, "Eh, different world, different rules I guess."

The circle grew smaller, the villains enclosed around him.

"Aw come on guys!" Spider-Man shrugged his shoulders, "I know I'm annoying, but it's a case of monkey-see monkey-do! I'm only trying to return the mental pain all your ugly faces give _me!_ "

"That's it! I'm gonna drown him!" Hydro Man recovered his arm.

"But I can swim," The hero gasped, "Oh my gosh I never asked if you could even swim. How ironic would that be?!"

" _Enough!"_

Goblin's voice forced the criminals to stop in their tracks, backing off slightly. With his eyes squinted, he threw the old woman to the ground and let the pain hold her down. Spider-Man wanted to go to her aid, but Goblin's approaching figure made him back away.  
"Perhaps it's best I take care of this myself," Goblin said, "Finally, this will end."

"Why do you hate me so much?!" Spider-Man asked, "What, did I steal your playing cards or something?"

Goblin stopped, raising an eyebrow at him, "You really don't know, do you?"

"Know what? That green is a horrible color on you? You're essentially a wannabe Hulk."

The monster's eyes filled with fire and rage, "You don't know. Of course, you don't. You're a smartass kid trying to be a hero, but you only make everything worse! People die because of you! Women, children, husbands, wives!"

His guard dropped, sensing the grief that his enemy was feeling. It made his heart ache with worry, "Did …someone you know die because of me?"

"Oh, my boy," He lifted his fiery fist, "The only death we will talk about here is _yours_."

The ringing in the young hero's ear returns. The colors around his vision shifted into a 3-D spectrum, almost disorienting to his mind. The tingling began forming in the back of his head, spreading down his body. Something changed in the atmosphere, something big had been added.

Or someone.

He flipped backwards away from the monster, just as something came flying from the sky. A massive fist collided with Goblin, smashing him into the ground and destroying the concrete below him. The sudden impact caused the other villains to back up in surprise, looking up at the body that the fist was connected to. It was a large woman dressed in a fancy costume, with horns coming out of her head. Her smile showed she was either confident, or cocky that this would turn in her favor. Her eyes drifted to the arachnid hero, and she winked at him.

"Sorry about the surprise," Mt. Lady said, "It's nice to see you again, cutie."


	15. The Calm after the Storm

The other villains stepped back in a defensive manner, readying their abilities to attack. Under Mt. Lady's fist, Goblin attempted to push her knuckles off him, struggling against the broken concrete beneath him. She was surprised to find him struggling so much, considering the increase in her strength due to her growth. It was like pushing against a stretched rubber band.

Spider-Man could only stare, almost happy to suddenly have backup on his side. While he still believed this was his fight alone, having a Pro hero step in gave him a bit more confidence. Adding to that, it was someone he has met before, and can be confident in their abilities.

Goblin finally managed to push her fist up enough to roll out of the way, letting her hand collide with the ground and crumble to create a small dip in the surface. Mt. Lady looked at him determined and attempted to swat the back of her hand at him. Her backhand was stopped by a wall of sand, sending an uncomfortable sensation through her bones. She pulled her hand back in recoil, massaging her skin to dull the pain.

"Don't just stand there!" Goblin shouted as he got to his feet, "Kill her!"

Kraven drew his blades and charged for the giant woman's feet. He leapt into the air, winding up his arm for a downward strike. Just as he was able to reach, a long tree branch suddenly grew from the distance and threw an uppercut to his chin. The impact sends Kraven to the ground, smacking against his back and falling unconscious.

The tree's extended further toward the fallen Aunt May, surrounding her in a wall of wood that shielded her from the outside, including from light. The figure connected to the branches stepped into view, keeping his distance from the other villains.

"The hostage is secure!" Kamui confirmed.

"Groot wannabe!" Spider-Man shouted in joy, "Hey! I haven't seen you in a while!"

"Kamui! Woods!" he shouted back, "Never mind, we have enough to deal with!"

A talon from Vultures wings sliced through the air and traveled straight through the extended branch coming from Kamui's arm. It broke into splinters and separated from the dome protecting May as Vulture tackled Kamui and carried him into the sky.

"The last thing we need is more heroes!" Vulture said, "Let's see how you handle heights!"

Kamui looked away for a moment, then back at Vulture, "Pretty well!" He freed himself from his grip and pushed off with his feet, jumping further into the air. Mt. Lady's large hand suddenly smacked Vulture and sent him barreling to the ground, as she used her other hand to catch Kamui gently. He held onto her ring finger to avoid flying out of her grasp.

Kendo watched as the two Pro heroes took on the six sinister villains. Mt. Lady was a table turner with her size and strength, but some of the villain's abilities could still prove troublesome. She tried to tear away the webbing again, smashing her gloved fist at it to force it off. Kendo was still angry at Peter for making her sit out. She could have helped him fight off these villains, he said they would stay together. Then he turns around and immediately breaks that promise. If they make it out of this, they were going to have a serious conversation, possibly involving bodily harm.

The glove around her hand suddenly started glowing around the gauntlet, emitting a faint yellow color. Each time she moved a drastic amount, the glow increased its brightness. The sensation vibrated through her fingers, like an energy coursing through her skin. She worried about what this meant, and if it was safe to continue attacking the web with that hand.

Her attention was stolen when a pillar of water emerged in front of her, forming the Hydro Man in all his sinister glory.

"Hiya, sweetheart," He said with an evil grin, "Don't think we forgot about you."

Kendo started to panic, trying desperately to tear away at the webbing. She enlarged her working hand and tried to punch the webbing away. The ground beneath it cracked, but the webbing still stuck. As Hydro Man got closer, she lifted her other hand up in retaliation.

A burst of light escaped from the glove. The energy released in a ring shape that caused Hydro Man to explode into water. The webbing on her feet deteriorated in seconds and sent her tumbling backwards and rolling onto her side. Her other hand shrunk to normal size as she ended up on her stomach, dirt covering her face. Everything was blurry and dizzy, her eyes crossing and shifting for a moment.

In the blur of their vision, she could see clouds of color moving around. One cloud of colors, blue and brown, made its way closer to her. It grew larger and larger until it took up her entire line of sight. Finally, her eyes were able to focus and make out more of the details. It was a figure, standing over her with a mask on his face. He reached down and turned her body over, lifting her head up with his hands.

"Hey, come on. Keep your eyes open," Kamui said, "Can you stand?"

Kendo sat up, holding her head to put pressure on the aching, "I'm ok. I think …"

"Can you fight?"

She looked at him in surprise, "What?"

"Can you fight? Because escape won't be possible without hard work."

Kendo wiped dirt from her cheek and nodded, he helped her stand up straight despite her slight wobbling, "How did you know to come?" Kendo asked.

"Another Pro hero called us when she realized what was happening. She joined the others at USJ. We have a few other Pro's arriving at the school to deal with this crisis."

Loud stomping made their way toward the two. Rhino charged at them with his mighty horn pointed forward. Kamui readied himself for the attack, but Kendo stepped in front of him instead. Her working hand enlarged as Rhino reached them. She grabbed his head tightly in her palm and stopped him in his tracks, despite skidding backwards a few feet. With him in place, Kamui wrapped his branches around Rhino and lifted him up into the air.

"Hey! Put me down!" Rhino shouted.

"If you say so," Kamui responded by slamming him back into the ground, then throwing him into the distance. Rhino crashed into ground and rolled onto his back, feeling dizzy from the impact.

Crashing at their feet, the arachnid hero held his stomach in pain having just been impacted there. He had no time to stand up before Goblin landed in front of them, fire escaping his eyes. The veins on his muscles pulsed, showing his heartrate was rather fast. The massive monster was angry and needed to lash out on its source.  
Kamui stood in front of the two young heroes, creating a shield of wood, "Stay back, monster!"

"Wood," Goblin said as a ball of fire formed in his hands, "You know it burns, don't you?"

A single punch was thrown by Goblin, and his fist collided with the wooden shield. It immediately caught fire and begun to spread to the rest of Kamui's body. He paniced, trying to put out the flames before Goblin swatted him to the side. This time Kendo stood in front of Goblin, enlarging her free hand.

"Step out of my way," He threatened, "Before I do the same to you, if not worse."

"You need to back off!" She shouted, "Attacking innocents won't do any good!"

"Spider-Man is not innocent!" He shouted back, both his hands engulfed with fire, "He is no hero! All he does is make things worse! When I get my hands on the Infinity Stones, I'll finally make everything work in my favor. The universe will bend to my will, and finally I will get what I want!"

"Bend …to your will?" Kendo questioned, not fully understanding what he was talking about.

"It does not matter. You won't live to see it."

Goblin raised his fist into the air, slamming it down at Kendo.

It never hit.

Goblins fist stopped dead in its tracks when an alternate pair of hands caught it. Spider-Man's grip tightened on the knuckles of the Infinity Gauntlet, the Space Stone just a few inches from his fingers. The flames from Goblins skin started to burn through the nanites of his suit, revealing the skin underneath. In his anger, Goblin increased the fire around him and began to burn more of his suit. One of his lenses began to slowly deteriorate, revealing his eye underneath that blinked repeatedly to avoid the heat.

"You can't fight forever, Peter," He said, "I will kill _you_ and everyone you love."

"What have you become?!" Peter shouted, "All I try to do is save people! What have I done to you to make you hate me so much?!

Goblin stared him down, and what came next surprised Peter greatly.

The Green Goblin, his worst enemy, had begun to cry.

"I wanted to help people too once," Goblin mourned, "But my reason- my purpose- is long since gone. And it's because of _you!"_ He threw his other fist in a side hook, and Spider-Man had to release one of his hands to catch it. He struggled even more now, almost losing his balance. His left knee began to bend down and almost touch the surface of the concrete. His skin had begun to yearn for the release of pain. The spider-sense in his head rang so loud, the only other thing he could hear was his heartbeat. All he saw was the rage and misery of Goblin, his enemy, yet once friend.

The wind shifted around him, as something moved into his vision. Kendo, with one hand enlarged, struck the Goblin in his stomach and sent him stumbling backwards. The separation made Spider-Man fall on his butt, helpless while watching his friend move forward. The Goblin tried to strike her, but she caught his fist in her massive palm. The intensity of the strike traveled through her body, finding its way to her other arm. The gauntlet glove glowed yellow once again, filling with power. She didn't think when she threw Goblins hand into the air, then sent her other fist down on him. It collided with his knee and light exploded from the spot on his body. The monster screamed in agony as he felt the bones of his knee break, maybe even shatter.

He fell, unable to maintain his balance without one of his knees. Kendo stepped backwards and almost tripped over her own feet to gain distance from him. The other villains turned their heads in surprise when they heard his scream of pain. The flames died out from his body, for he no longer had the strength to use his power.

Spider-Man stood up as the nanites tried to restore his costume. Most of what was damaged fixed itself, but without the extra nanites from Kendo's glove, there were still a few patches that showed skin, such as his eye lens.

"Osborn!" Sandman shouted.

"Don't worry about him!" Mt. Lady said, "Focus on what's in front of you!"

She attempted to slam her foot down on Sandman, but his form deteriorated and slithered around her like a snake. The sand moved up her body and wrapped itself around her arm, trying to control its movement. She grabbed her arm with her other hand, forcing against his control.

"The bigger they are-" Sandman couldn't finish before Mt. lady smashed her fist into the ground, the vibration forcing Sandman off.

"The harder they hit," She finished.

Kraven stood and recovered from the earlier blow, holding his head in pain. Just as he got to one knee, a massive hand came flying in and swatted him like a fly, sending him flying across the ground and smacking into Vultures unconscious body.

Goblin, horribly in pain, looked around and saw how his villains were being beaten so easily. He reached into the pocket of his tight suit and pulled out a small device, pressing the button on the side.

"We need backup at the school entrance!" He shouted, "Get here as quickly as you can!"

Immediately, massive footsteps could be heard from inside the school. The backup he had requested was on its way. Kendo stuck close to Spider-Man, the thought of so many villains scaring her greatly. Kamui placed himself beside them, ready to guard them from whatever would come through. Even Mt. Lady shifted her foot back in preparation to kick them aside. The voices of villains approached the door with anger and excitement.

And then it stopped

There was dead silence, as if all had ceased when they reached the door. No movement, no voices, just utter silence on the other side. Goblin couldn't understand what was happening, not when just seconds ago they seemed eager to come through.

Then, a sound finally came through. The sound of faint wind blowing through a thin pipe, shifting and moving all around. It was the only sound that was heard as the light within the doors faded away, over-casted by shadow.

The doors flung open with a powerful force. Rather than villains, a thick black mist rushed out like water and consumed everything in its path. Soon, the entire front entrance was covered in the blackness. Despite how tightly Kendo hung to Spider-Man, she could not feel him. She could not feel anything beyond her own heartbeat. No one could. The only one who could feel or see was Mt. Lady, who's body stood just above the shadowy cloud. She felt nothing below her waist, but it didn't scare her. She knew what was going on, and felt relieved, if anything.

A figure jumped out from the top of the bubble of darkness, a trail of shadow following her until it faded away. Mt. Lady held out her hand as Overcast landed in her palm on one knee, her scarf blowing in the wind.

"Top right near the stairs," Overcast said, "That's where Kamui and the kids are. The hostage is still in the wooden dome to the middle left of the yard. Reach down, grab them, and get them out of here. I'm going to try and subdue the villains."

Mt. Lady sighed in relief, "Good thing you came when you did, huh?"

"Sorry I didn't come sooner. The USJ attack was crazy, but the kids there are safe now. Some injuries but overall, they're ok. They're waiting until the school is clear to come back. I took care of the villains inside, now we gotta finish off the ones here."

Mt. Lady nodded, "Ok, ready when you are."

With a nod, Overcast backflipped off her hand and dived headfirst back into the shadows. Once inside, she was able to swim around it like water, floating in the air as she used the shadow for support. Mt. Lady followed her instructions and reached into the top right near the stairs. It took her a few tries, but she eventually pulled Kamui and the kids out in her hand. The three of them were shocked when they suddenly regained their ability to feel, and Kendo hugged Spider-Man tighter in relief.

"Where's May?!" Spider-Man asked.

Looking to the middle left, Mt. lady reached in until her hand stopped on something. She couldn't feel it, but she was unable to move further, and she knew she wasn't at the ground yet, so it must have been the dome. Carefully, she tried to rip the top of it off, pulling out wood and throwing it to the side. Reaching in again, she dug her fingers into the dirt and pulled up like a claw machine. Once again it took a few tries, but finally she caught May Parker between her fingers. When she saw that she had her, she adjusted her grip accordingly and brought her two hands together. May was conscious, but only barely. She must have been exhausted from the experience.

"She's ok," Spider-Man sighed with relief, "Thank goodness … We need to get her to a hospital."

"Same for you and your friend, sweetheart," Mt. Lady said, "Overcast can handle the villains from here, you two need medical attention."

"I am not abandoning this fight! I can't! I have to finish what I started!"

A sudden explosion of purple energy erupted from the bubble of darkness. The shadows began to pull themselves inward, combusting on themselves.

"It's Goblin," Spider-Man warned, "He's trying to suck the darkness away. Get them out of here now!"

Kamui put a hand on his shoulder, "You aren't fighting alone, kid."

"Then stay and help! I don't care!"

Kamui looked at Mt. Lady with concern. They both could clearly see that he wasn't going to back down any time soon. This was something too personal for him, whether they liked it or not.

"Spider-Man…" Kendo took the glove of her hand and grabbed his palm, where his skin still showed. The nanites traveled back up his arm and released her wounded hand to the air. The extra nanites repaired the rest of his costume, patching up the rest of the holes and burns. Finally, his costume was complete once again.

"Good luck," She said, giving him a sorrowful expression.

Kamui and Spider-Man jumped off Mt. Lady's hand as she started jogging down the street with Kendo and May. The two male heroes landed on the ground just as the shadows got pulled away from them. Vulture, Sandman and the other villains were incapacitated in random spots across the yard; Overcast had done her job well. All that remained was the Goblin, on his stomach and holding the Gauntlet skyward as darkness was drank by a small portal around the stone.

"Not here …" Goblin said, "I will not be defeated here! I've worked too hard to get to this point! I have the Infinity Gauntlet! Me! I will not allow myself to be beaten by a child _again_!"

"Give it up, Norman!" Spider-Man commanded, "Your knee is broken, your little Hit-squad is down for the count. There's nothing more you can do!"

"That's where you're wrong!"

Goblins body suddenly began to ignite with fire. The flames escaped and exploded in multiple directions. The two heroes jumped and dodged a wave than flew toward them. While Spider-Man was able to dodge with ease, Kamui had a bit of a harder time. Each time he tried to use a wood shield for protection, it only took one hit before it burned away.

"Norman stop! It's over!" Spider-Man yelled as he dodged another flame, "This has to end!"

"It'll end when I avenge her! It'll end when she's back in my arms!"

Spider-Man landed in a perch position, his lenses widening, "…She?"

Goblin tried to stand on his good knee, holding the gauntlet in the air, "I don't care what happens. I'll send you to a place you can never escape from!"

The flames all suddenly died in an instant, robbed of their power. Goblins eyes widened as his breath was stolen from him, his arms dropping to his side. He fell face first onto the ground, Overcast standing on his back with a needle in his neck. She was panting, as if she had just been running at a quick pace. She pushed on the end of the needle and injected the rest of the unknown substance into his blood stream. Pulling it out, she hopped off him and watched.

His body began to shrink and lose muscle mass. Green skin became pale white, his thin orange hair growing back only slightly. He was unable to fit into his massive suit, as the outfit laid on him like a blanket. Whatever she had done turned him human again, robbing him of his monster form. The Infinity Gauntlet fell out of his hands as they shrunk, and lazily sat around his arm. The man fell unconscious, unable to move, only breath slow breaths.

"It's over …" Overcast said.

Spider-Man stared, almost dumbfounded that he was able to see Norman's human form once again. It had been some time since he last had, he almost forgot what he looked like.

"How did you…" Spider-Man started, "How did you do that?"

"The serum I injected him with cancels out chemical imbalances. Supposedly takes away someone's Quirk for a while, but it's different for Goblin isn't it?" She asked, "He doesn't have a Quirk, right?"

"Doesn't have one?" Kamui asked, "How's that possible?"

"His powers," She continued, "Something about them seemed off, not traditional to Quirks. Quirks are specific, his isn't. His seems experimental, so I figured there was a chemical imbalance involved and ran to the science lab to wipe something up."

"But …how did you know he didn't…" Spider-Man didn't understand how easily she figured out Goblin didn't have a Quirk. Then again, she was a Pro, so perhaps it isn't that much out of her skill range.

"We should call the police and have them collect these villains. They'll need to treat this man as well," he pointed to Norman, "Your friend seemed to have shattered his knee."

"Yeah …I saw."

"Spider-Man," Kamui said sternly, "Today was a …surprise, I imagine. I'll talk to the police and explain everything. They'll understand why you and the others had to fight."

Spider-Man sighed, sitting down and holding his head. Not because it was hurting, but because he was emotionally exhausted as well as physically. Fighting so many of his villains at once, and encountering Kendo and Aunt May, it became so much for him to take at once after being here for so many weeks.  
Overcast walked over to him and sat by his side, "You ok, sweetie?"

"Yeah …I'm just tired," he looked up at her, "Thanks for coming, Overcast."

"…Mayume," She smiled, bending down on her knees to level her eyes with his, "My real name is Mayume."

Peter removed his mask and smiled, bending over to hug her gently. He let his head relax on her shoulders and finally allow his muscles to release the burn they acquired from the fight. Her hand caressed the back of his neck, motivating him to take slower breaths and let his eye close in relaxation. His eyes watered after closing them, letting them release the stress they collected. The tears accumulated leaked from the corner of his eyes and only traveled an inch before dying out.

"Don't worry Peter," She caressed, "It's over now."

He opened his eyes and looked over at Kamui, who was standing over Norman. Kamui picked up the Infinity Gauntlet and examined it, reaching to pick away at the Space Stone. Peter jumped from the hug and rushed over to him, yanking the gauntlet away.

"Hey!" Kamui shouted.

"This needs to be protected," Peter scolded, "I've been trying to get this away from him ever since he stole it. I need to protect it."

Holding the gauntlet in his hands, his eyes drifted to the space stone. The object that brought him here in the first place was now resting in his grasp. If he wanted, he could command the stone to take him home. Grab Aunt May, and off they would be without a second thought. At the same time, the remainder of the stones are still out there somewhere. Could he really abandon them here just to return home?

Kamui stole the gauntlet out of his hands, "This is criminal evidence now, Spider-Man. The police will have to take it into custody and throw it into the evidence vault. That's the way the law works."

"But it belongs to me!" he shouted, "Sort of. It belongs to- well no one I guess, but it's supposed to be in a vault back home! I need to bring it back!"

"And you will. But it needs to go through evidence for this man's trial."

"Trial? He can go on trial back home!"

"His crimes were committed here in Japan, not in America!"

Overcast stepped between the two competing males with her hands pushing them apart, "Boys! Enough!" She turned her body to face Peter, "He's right. It's evidence right now. It will be returned to you when the trial is over. They'll take good care of it. You have to trust me."

Peter clenched his fists, looking away and rubbing his face.

"Peter," She asked again, "Please, trust me."

The sound of sirens stopped their conversation, as several police cars pulled up to the school. Officers stepped out of their vehicles with guns in hand, walking through the broken door.

"…I should go," Peter said, slipping his mask back on.

"Peter-"

Spider-Man spun his web and jumped into the air, swinging away from the crime scene as officers began to cuff the unconscious villains.

"He's stubborn," Kamui said, examining the Gauntlet again, "So much power in one glove. It's not safe in any man's hands."

Overcast sighed, "I don't disagree."


	16. The Guilt that Lingers

It had been long since he removed his costume when Peter sat on the bench of the hallway. Voices echoed throughout the building as trollies moved past him occasionally. Phones and pagers would ring and call doctors to action. It was busy considering the recent attack. When patients passed by, he recognized them as students from the school. None were from his class yet, so he hadn't said hello. It wasn't likely his classmates would find him here, considering they're probably dealing with reporters and medics. The attack on the school and field trip was all over the news now, most of the reporters covering the attack at the USJ. For what was covered on the school was mostly Mt. Lady, being she was the most obvious thing to see.

Both at school, and right at his feet.

Peter looked up and saw Mt. Lady standing there with a cute grin on her face. She was still dressed in her costume, earning some perverted glances from doctors and nurses as they passed by. Her posture was confident, her body language elegant yet adventurous.

"Hey there, cutie," She winked, "Good to see you. This seat taken?"

She referred to the free space on the bench he sat on. He wasn't going to say no, so he patted on the spot with his hand. She took her place next to him, almost touching hips with the arachnid hero. She rested her elbows on her knees and held her head up with her hands, turning her head to him.

"How are you feeling, Spidey?" she asked.

"How do you know it's me?" He asked.

"Your deep brown eyes," She cooed, "I saw it through your broken lens. Quite the lookers."

"Why do you do that?"

"Do what?"

"Flirt," he sighed, "Another costumed woman used to do that to me. She was a thief though, and always played games with my head."

"Oh," She said sadly, "I see, bad relationship?"

"No!" He tripped over his words, "I mean, we were never together, officially, or at all! She just- she …" he sighed, "Do you _actually_ like me or is it just playful?"

"Honey," She started, "You'll have to understand I'm a playful flirt. It's how I do things," She smiled, "However, you aren't too sore on the eyes. But you're too young for me. Sorry."

"No, it's fine," He smiled faintly, "Makes me feel better actually, knowing for sure."

Mt. Lady sighed, "I'm sorry. This isn't about me. How's your Aunt doing?"

Peter looked up at the door next to the bench, labeled with a changeable slip that had May's name on it, "She's ok, at least that's what the doctors said. A few bruises and minor injuries, otherwise she'll be ok. Supposedly she can be discharged in a day or so. I don't know where I'm gonna take her though …"

"She could stay with your foster family, couldn't she?"

Peter groaned, "Yeah, I just feel awful about it. I ask so much of them already, but they're the only option that she has right now. Sending her home is …complicated."

Peter dug his face into his hands, sighing from stress. Mt. Lady lifted her hand and rested it on his shoulder, gripping it gently, "You'll figure all this out, cutie. You're a smart kid, in case you hadn't realized this yet."

Peter chuckled sarcastically, "Not smart enough. The suit I wear was made by my mentor. I can't even be trusted to make my own tech."

"So," Mt. Lady questioned, "You didn't invent those rope shooters?"

Peter paused, lifting his hand up, "I mean …I did. I invented my web shooters, but my mentor recreated them."

"And I assume he created your costumes design?"

"Well …I made the original, he just made it better."

"He made a fancy suit, sure. But he didn't make Spider-Man, now did he?"

He finally turned to look at her, trying to understand what she was getting at. Tony did give him the nano-suit, but he didn't always have it. He invented his web shooters, and all the little pieces of tech for his suit that he needed. Tony improved upon an idea that Peter came up with. So, who deserves the credit?

"Your mentor didn't save everyone today," She continued, "Spider-Man did. You realize that a hero is so much more than their powers or their costume, right?"

"Yeah …it's what they do with those powers, and with their gifts."

"Correction, it's what they do with their hearts."

She patted him on the back before standing up, "There's a mob of reporters outside. I'm going to go and deal with them. I'll be back to check on you if you're still here, ok cutie?"

Peter nodded, wiping a faint tear that managed to form on his eye. Mt. Lady noticed the gesture and smiled warmly before walking away. She knew he was a good man, struggling with so many responsibilities. If he kept on the path he was on, he would be an incredible hero one day. He just had so much more to learn before that day comes, but she can't wait to see him when it does.

He wandered the halls after Mt. Lady had left him, finding it better than sitting doing nothing. Most of the walk he simply stared at his feet as he travelled across the ground, not paying full attention to where in the hospital he was going. A quarter of an hour had gone by before he finally stopped, having seen something from the corner of his eye. To his right was a door with a window on it, and inside was the source of his heartache. At first, he only peeked in to be sure it was safe, then moved inside when he confirmed it was.

Norman was laying on a hospital bed with his right leg elevated and inside of a cast. His hands were handcuffed to the bed, and a camera rested in the corner of the room. The man's eyes were barely open before Peter came in. He had been resting after having took pain medication. The doctors seemed to have been doing their best to keep him under until the police could take him away.

After Peter closed the door, Normans eyes blinked awake. He wanted to rub his face but found his hands to be cuffed in place. When he looked around and spotted Peter, his expression turned to utter rage.

"What do _you_ want, Parker?" Norman's voice like his appearance had reduced to normal, his body rid of the Goblin imbalance. There were scars and marks all over his body, likely a side effect of the muscle growth he experienced in his transformation.

"I need to know," Peter said, grabbing a seat and sitting down, "Who were you referring to before? Who did you lose because of me?"

Norman scoffed, "You have no idea, do you?" he asked, "Not a clue? You never once looked into it, huh Parker?"

"There is no connection," Peter scolded, "I never did anything to you. You were like a father figure to me after my Uncle died! Your son is my best friend! So, why do you hate me so much?"

Norman's eyes began to tear up, memories filling his head. Without the power of the Goblin fueling his adrenaline and emotions, he suddenly found his walls to have broken down. He could not hide behind the rage his power once gave him, and now he felt only sadness.

"Emily," Norman said with tears running down his face, "Emily Osborn… My wife."

"Emily?" Peter's eyes widened, "But …I don't understand. She died of an unknown disease. I had nothing to do with that, Norman."

"You did!" Norman tried to lunge at him, but the cuffs kept him from moving, "When I found out she was dying, I did everything I could to save her. I found a way to equip the immune system with the ability to self-heal and eliminate enemy bacteria and viruses. Of course, I needed to test this theory on test subjects. So, take a wild guess what I chose."

Peter didn't understand what he was getting at right away. He knew that he had done many experiments on animals in his quest for quality medication, but nothing that would allow someone to self-heal. He himself could do it, but that's only because of the spider bite.

The spider.

"The spider that bit me …" Peter answered, "It came from your lab when I went on a field trip to Oscorp."

"The spider that bite you was the only healthy test subject and Injected it with the only sample I had. I wanted to reengineer its blood into a cure, but when it bit you, it died instantly. I didn't have enough time to make more before …"

"…Before she died," Peter sat back in his chair, rubbing his face. It never occurred to him exactly what the spider had been created for, he only knew Oscorp had created it. He examined his hand, rubbing at a small red spot below his thumb. The bite had left a permanent reminder of what happened to him, but now it was a reminder of the life lost in exchange for his abilities.

"If the spider hadn't bite you," Norman continued, "My wife would still be alive. And to poor dirt in the wound, I had genetically enhanced that spider, to see if I could also improve the physical attributes of it. Somehow when you were bit ...It passed its abilities onto you. How's that for a slap in the grieving mans face?"

"Norman …" Peter had begun to cry, doing his best to hold the tears back, "I didn't know. I'm so sorry … If I had known, I would have-"

"Would have what? Given me your blood? Well, you didn't know."

"I'm sorry."

"Sorry doesn't cut it," he growled, "If I had gotten the infinity stones, I could have changed everything that happened. I could revive my wife, restore my company to its former glory, and get everything back that I lost because of _you_."

Norman growled the last work, making Peter recoil back in his chair. What started as simply stopping the crazy villain turned into wondering who the bad guy was really. Logically it was Norman, but Peter couldn't help feeling responsible for everything that's happened up to this point.

"You call yourself a hero, but all you do is make things worse," Norman scolded, growling at him like an angered parent, "You're selfish, and only care about the attention you get. You say your noble, yet Jameson gets under your skin. Had you been true to your morals from the start, your Uncle would still be alive."

Peter stood up in a fit, wiping more tears away, "You don't get to talk about my Uncle!"

"And you don't get to talk about my wife!" Norman shouted back.

"I mourned for Emily! I was at her funeral, just as you were at my Uncles! We grieved for them both together!"

"And both their deaths are _your_ fault!"

Peter's breathing became sporadic, and his fists clenched in anger. He felt himself overrun with pure adrenaline and emotion. It was as if everything that has ever caused him pain was right there in that room. Norman Osborn, someone who gave himself powers and used them to murder innocents was calling _him_ the real menace.

"Do me a favor, Parker," Norman said, "Get out so I don't have to see your silent whining."

Peter couldn't find anything else that he could say to him, and just left the room slamming the door.

Standing outside the door, Peter rubbed his face and wipe away more tears, which seemed to just keep flowing. He knew that Norman was angry, but he never fully understood why. His thoughts rushed back to Emily Osborn, a kind woman who always treated Peter like family. He was heartbroken to find she died of a disease. Norman always shut himself away after that, and the thought of it all being his fault hurt greatly. True, he couldn't control where the spider would have gone, but maybe they could have found it first if he wasn't on that fieldtrip.

Peter Parker screwed everything up again, and Spider-Man has to clean it up.

"Peter?"

The voice startled Peter and almost made him jump toward the ceiling. The voice belonged to Izuku Midoryia, who was standing next to him with a puzzled and surprised look. He was wearing his gym cloths, but they had been torn and ruined, likely from the part of the USJ attack Peter wasn't present for. In seeing him, Peter felt a brief feeling of relief to wash away the pain of his tears, and he gave Izuku a strong hug.

"Izuku!" Peter laughed, "Thank god your ok! When the attack started, I got so worried!" he let go, but kept his hands on Izukus shoulders, "Did Tenya make it back in time?! Is everyone ok?!"

"Yeah, yeah!" He responded hastily, "A few bruises and I had to break some limbs, but recovery girl patched everyone up. All Might really over exhorted himself though."

"How much?"

"Not sure. His limit on his strong form used to be 3 hours, so it's probably shorter now…"

"Damn…" Peter released his shoulders and leaned against the wall, "I should have stopped him from going to the USJ. I should have been there but …"

"I know," Izuku assured, "When we came back, Overcast filled us all in. She said they had your Aunt kidnapped! Is she ok now?"

"Yeah …" Hearing about his Aunt brought in a chain of memories, leading right back to Norman. The sudden distraction of Izuku had started to lose its effect. Most of what happened today hadn't been good, but at least no one had died.

Izuku stared at Peter in concern, seeing the streaks of dry tears coming from his tired red eyes. He knew he had been crying, he could recognize that from a mile away. Normally, he would be clueless as to what went on inside his roommate's head. He was used to keeping secrets and was always hesitant to tell them some of his stories. They would need to remind him that there was no need for secrets with them, and that he could tell them anything.  
For the first time, however, he knew what was going on.

"Peter …" Izuku started, feeling scared and restrained, "I …heard what you two were talking about in there."

Peter's heart dropped as he made eye contact with him, his tired eyes widening as much as possible, "…How much of it?"

"…All of it?" He worriedly answered, "Mostly …about a spider that bit you. A-and knowing your powers are that of a spider, I-I'm wondering if …" he looked toward the ground, "Were you given your Quirk?"

Peter gulped, rubbing his hand over his neck as he tried to relax his nerves. He was already dealing with so much tension with Osborn, now this was starting to push him over the edge. Peter locked his fingers behind his head and faced his body away from Izuku, trying to figure out what to say to him. Izuku noticed his body language and tried to adapt.

"It's ok!" Izuku said, "It's not a bad thing! I actually was-…" He stopped, collecting himself, "I don't mean to pry anything from you, but it's ok. You can tell me anything …. We're friends, right?"

At this point, Peter wasn't completely listening. His head was filled to the brim with thoughts all rushing to be in front. Knowing about his spider bite brings Izuku closer to the truth, which brings him closer to the reason he's here! Which means he could lose him, and the villains might kill him! Every bad guy that's here is because of Peter, and they could kill anyone at any time and he couldn't stop them! Everyone could die! Everyone was going to-

"Stop!" Peter shouted, his voice cracking and making Izuku back up in fear.

Peter had thrown his hands down, fingers shaking uncontrollably. In his ears he could hear his heartbeat, going quickly like a drum in a rock band. Attention was brought to his spider bite, resting below his thumb as a scar that never heals. The scar, the memory, and the pain never fade away. It simply grows stronger with every passing step, every mistake that he's destined to make. People he loves get dragged into his messes over and over again. His Uncle wouldn't be dead if he had acted, Emily would be breathing if he hadn't.

"…Peter?" Izuku wanted to reach out to his shoulder, but he felt to afraid to poke the sleeping bear. He knew that Peter was feeling a lot of guilt, it was written all over his body.

"I need to go see how my Aunt is doing," Peter said.

"But I didn't come by myself. Momo, Mina, Tenya, Ururaka, Toru and Tsu managed to get away from the doctors to come and see you. They're all waiting in the receptionist area."

"Tell them they'll have to wait a while. I just …have to go."

Izuku wanted to speak up and stop him, but Peter had already walked away before he could build up the courage. He could only imagine what kind of pain that he was going through, knowing these villains came for him. The guilt must have been unbearable by himself.

Midoryia walked back to the receptionist area in a sulk, where his friends had been waiting for him. His personal group of Ururaka and Tenya, plus Momo and the rest of Peter's team from yesterday's exercise. The first to notice him come back was Ururaka, jumping from the seat she was placed in.

"Deku!" She greeted, "Did you find Peter?"

Izuku sighed, letting his arms droop to his side. The others stood up and eyed him with concern, knowing the expression on his face didn't mean anything good, "He's ok, but very upset. I think he's blaming himself for what happened, apparently half the villains that attacked were there for him."

"He did say he had a lot of enemies," Tsu chimed in, "And they went as far as to kidnap his family, that's pretty low."

"But …he's ok?" Mina asked, locking her fingers together as Momo put a hand on her shoulder.

"Yeah, he's ok," Izuku forced a smile, "He's a tough guy. A few bruises and burns I could see but nothing that won't heal."

The group sighed in relief, almost in unison. Hearing the news, Mina sat down in her chair and put her hands to her cheeks, her elbows digging into her legs. Momo kneeled down to her, keeping a hand on her shoulder.  
"Pardon me," Tenya walked to Mina and Momo, "Something has just been on my mind, and I feel now is a good time to bring it up with the chaos now over. You two spoke to Peter before we left, right? He seemed depressed even before the field trip. In fact, it started after yesterdays exercise. Do you two know what caused it?"

They looked at him in surprise, then in sadness. Momo wanted to try and answer as vaguely as she could, but Mina blurted out before she was able.

"It was our fault," Mina admitted, "We …I feel strongly for Peter. Honestly, I don't know if I can call it love, maybe it's more of just admiration. But he makes me feel special, like I matter just as much as power houses like Totoroki. I liked being around him because of that. But he heard us talk about it …and I think he worries for our safety. We just made him feel like a burden."

"Peter's is a very intelligent student," Momo jumped in, "He's also not afraid to admit when he's wrong. I guess I admired that too, but it got so out of hand. We just wanted to stop and vent to one another, but Peter heard us."

"I see," Tenya put his hand to his chin, "He does seem like one to carry guilt with him wherever he goes. Perhaps if you explain the details of your feelings, he won't feel as bad."

"I don't think it matters at this point…" Midoryia cut in, making everyone stare at him, "He just talked to that green monster guy- well he's not a monster anymore but- I heard some of their conversation and it only added more guilt to him. Something about …the man's wife being dead because of him, even though he didn't directly cause it."

"That's not fair!" Toru shouted, "If he didn't cause it, then he shouldn't feel guilty! Someone should punch that meanie in the face!"

"Well…Kendo already broke his knee," Izuku said, "So …take what you will, I guess."

Ururaka's eyes lit up, "Hey, where is Itsuka Kendo?" She asked, "She was with Peter, wasn't she? That's what Overcast said."

"I don't know. All she said beyond that was that Kendo got to the hospital ahead of everyone else."

Toru whined, sitting in a chair next to Mina, "I hope Peter talks to us soon."

…

The bar was dimly lit with a sinister glow about it. Wood and brick were all that made it up, with TV's hanging on the wall. Currently, it was nearly empty minus two figures. One was a cloud of smoke in a nice suit, standing behind the counter and cleaning glasses. The other was sitting on the other side, his body covered in dismembered hands.

Tomura tapped his fingers against the wooden table he rested on, twitching with inner rage like a child, "That Goblin fellow failed us! Just like I told you! I told you he wasn't right!"

"Things didn't go as planned, I know," Kurogiri replied, "But we'll have a second chance."

"All Might was supposed to die!" Tomura shouted, "Nomu was supposed to kill him! This isn't fair!"

The door to the bar suddenly flung open, slamming against the wall. A feminine figure walked in, sitting in the seat right next to Tomura. The two villains stared at her a moment, before Tomura stood up and stepped away from her.  
"Who are you supposed to be?!" He shouted, "If you think you can just walk in here-"

"Calm yourself," She spoke, "I have a proposition."

"I don't want to hear it! Intruders deserve to die!" Tomura attempted to reach his hand out to grab her. Before he could reach, she simply looked in his direction and her entire body glimmered with a blinding light. Tomura was thrown back a full yard due to the power emitting from her skin. The light was scolding hot, as if being exposed to the sun's hot day at the beach. Kurogiri hid under the table to avoid the light, finding his eyes unable to bear it.

"I said calm yourself," She spoke again, "I worked with Goblin before he went behind my back and made a deal with you. He's been arrested, so now I inherit his …investments."

"You think we will work with you?!" Tomura shouted.

"I think you don't have a choice if you want your League of Villains to have any members."

"Hear her out, Tomura!" Kurogir shouted, "I can barely see!"

Reluctantly, Tomura finally agreed, and the light from her skin slowly died. Tomura sat back down and grabbed a drink, not bothering to look at her, "What do you want?"

"To offer you employees. In exchange, you help me find some …jewelry I lost."

"…What's the catch?" He asked in suspicion, "All this for some jewelry?"

"Special jewelry," She added, "I have several ideas going to try and find them. Some involved manipulating Goblin, others involved putting trust in a certain hero's stubborn personality. Both proved somewhat effective, but Goblin was rash and only thought for himself. I'm looking at the bigger picture, and you can help me paint it," She held out her hand, "Do we have a deal?"

Tomura laughed, "If you want to live, I don't suggest a handshake as our contract."

He laughed again, "Fine, one less brat off the streets."

He reached out with no hesitation and grabbed her hand. Kurogiri looked away, assuming the worst to happen next.

But it didn't.

Normally, coming in full contact with all five fingers of his hand made the other participant disintegrate. This time however, smoke emitted from their handshake, shocking Tomura. He pulled his hand away in pain, examining his palm. It looked red, having almost been burnt enough to scar.

"How did you do that?!" He demanded.

"I put a thin layer of light energy between our skin, we didn't technically make contact. And now you know just what I'm capable of. So, ready to hear me out?"

"…Yeah," Tomura nodded, "I'm listening."

 _Elsewhere_

The billionaire stepped out of his car with the door going up, dressed in a fancy suit and glasses. In front of him was a massive building, with a window up top designed with a strange symbol he didn't recognize. Closing the door of his car and locking it, he approached the front door steps and knocked. When he didn't get a response, he knocked again, and the door opened on its own.

He walked inside, just as the door closed behind him. Inside was a hall with objects resting on pedestals. Everything looked either expensive or ancient, meaning he likely shouldn't touch anything. High above him was a chandelier, being responsible for most of the light in the room.

"I've been waiting for you," A man said as he walked down the stairs. He was dressed in a blue monk outfit, with a large red cape draped over his shoulder, "How can I help you, Mr. Stark?"

"Just Tony, is fine Strange," he replied, "I've been trying to solve a problem, but I'm out of options. You and I both know I don't believe in magic, but I need your help."

"The Sorcerer Supreme is always able to help a friend, even if he can be a bit …difficult," He clapped his hands together, "What do you need?"

"A friend of mine is trapped somewhere," Tony answered, "And I need help finding him."


	17. Wanting to Trust

Izuku sat in the receptionist hall with his friends. At his side was Tsu, Tenya, Ururaka, Momo, Toru and Mina. Each of them at one point or another forged a connection with the same foreign student. They all cared about him in some way, understanding the kind of hero and person that he was. While they fought at the USJ, simply fighting for themselves, Peter was at the school. He was fighting for everyone _but_ himself. His focus wasn't just on beating villains, but on saving innocent people. They could have been there to help, if they had known what danger he was in.

But they weren't, someone else was.

"So," Momo broke the ice in the room, "Is it true that Itsuka Kendo was at the school with Peter?"

"I think so," Ururaka, "Thank goodness she was. I'd hate to think about Peter fighting all those villains by himself."

"I see …" Momo gazed away, thinking hard on something not shared to others.

Momo's focus seemed to be elsewhere as her friends continued to chat with themselves. Her mind went to Kendo, who had been there to fight by Peter's side. She chose to save him, rather that follow the rules and run. Momo wished she could have been there to fight at his side as well and do everything she could to protect him. Instead, it was Kendo who had done so while she fought miles away. What was it about that setup that made her feel this way? She couldn't have been jealous, could she?

Momo stood up, pushing her hands off her knee's, "I'll be right back, everyone."

"Oh, ok. Where are you going?" asked Ururaka.

"To talk to someone," She replied, making her way to the receptionist desk and asking for a room number. When she got her answer, she walked down the hall to find her destination.

Momo's fingers were twitching and fidgeting as she strolled through the halls of the hospital. While she walked, she tried to understand why she was nervous and frantic about seeing Kendo. Naturally, she assumed part of it had to do with her feelings for Peter and a hint of jealousy toward Itsuka. It brought up questions she knew had to be asked now, before more tension had built within her.

Finally, she came upon the room with Kendo's name on a sheet that was pinned to the wall. Momo took a moment to compose herself before going inside.

Itsuka Kendo was sitting on the edge of the bed, watching the news that played on the TV hanging from the wall. It was playing footage of the events at the school, only from a distance. All it really captured was Mt. Lady and the dome of shadows created by Overcast. Occasionally they see Spider-Man high in the air, either swinging or being brought up by Vulture. With the walls around the school, it was hard to film most of the fight.

Kendo noticed Momo standing at the door and turned her posture to greet her. It was then Momo noticed the cast around Itsuka's arm, with bandaging covering the skin. It was somewhat stained with blood, but overall under control.  
"Yayorozu," Kendo greeted, "I heard what happened at the USJ. I'm glad you aren't hurt."

"Yeah, I'm glad you're ok too," Momo replied slowly.

Sensing the tension, Kendo confronted it, "What are you doing here?"

She walked further into the room and pulled up a chair to sit and face the bandaged comrade, resting her hands on her lap. She had no plan for how she wanted this to go, meaning the best option was to go with her gut.

"Thank you," Momo said suddenly, "For staying with Peter. I'm sure he tried to push you away with his stubbornness."

"Oh, yes he did. He has a bad habit of playing the lone sassy wolf."

The two laughed in agreement, attacking the tension in the room.

"Yeah, he does," Momo confirmed as she moved to her next train of thought, "You know …I came in here expecting that I would be angry, or jealous. I expected to be run by those emotions but …I'm not."

"What do you mea-?"

"I mean how I feel about Peter."

A short silence formed between them, as Kendo nodded in understanding. It made sense that she cared that deeply for him, the proof being when she had confronted her about his mental state just days before. Momo clearly felt something strong for him, even if she wouldn't fully admit how deep it truly goes.

"I feel angry that I wasn't there," Momo admitted, "I wish I could have fought by Peter's side, and I wish I could have protected him the way _you_ did. Maybe I'm jealous of that, but more than that, I am thankful. I'm grateful that you protected him. So, I came here to say …thank you, Itsuka. Thank you for being there for Peter."

Itsuka smiled at her, shifting her arm in her cast, "He's my friend to. Plus, he has that lone wolf complex that needs to be kicked occasionally."

They laughed together, Momo nearly holding her side. It suddenly became strange to her that the first time she met Kendo, she interrogated her about the same man in question. Now, they were smiling and laughing together.

"So," Momo finally calmed her laughter, "How long do you need that cast for."

"Well, it's not broken," She answered, "They had to bandage it and stop me from moving because of all the cuts. As soon as recovery girl gets here, I'll be good to go. How is everyone else from class 1-A? Did anyone get hurt?"

"A few cuts and bruises, and Midoryia broke his limbs …again."

"Again?! How did he break them?" She reacted with immediate concern.

"His power breaks his body when he uses it. Until he can control it, it's a powerful hazard."

She pondered this idea and looked at her arm which rested in her cast. A few stains of blood seeped through the bandages, each stain spread out across her skin. She used her power to reach Peter and it costed her, as she knew that it would. Their powers are such a wonderful gift, but it can cost them so much, especially with the career she is seeking. One rushed action and it forfeits her arm for the day, imagine what will happen if she makes that decision as a Pro.

"People nearly died today," Kendo spoke softly, "I could have helped more if I had both my hands, but I sacrificed one of them to help Peter. Was that the right decision? Sacrificing something so crucial to help one person instead of everyone?"

Yayorozu thought on this, glancing at her wounded arm in curiosity. Logically she had a point; it wasn't productive to choose one life over a dozen. Then again, that isn't exactly what happened. She still managed to help a lot of people, however, felt horrible she couldn't do more.

The sign of a good hero.

"You did everything you could," Momo reminded her, "You stuck to your gut, that's what a hero should do. You should try and help everyone and treat them as the most important thing in the world."

"…Even the one life?"

"Even the one life. You weren't at fault, Kendo."

The wounded hero smiled, "Thanks."

...

May was fast asleep, too tired from the experience to dare keep her eyes open. Peter had hoped she'd be under anyway, needing time to think of what to say. She must have been so confused, and so terrified. When she wakes, she'll ask questions that he'll find troublesome to answer. Should he tell her the truth, or make up some lies? How can he explain being in Japan, much less an alternate reality? It would be less than a day when she is discharged from the hospital, and he has few options as where to take her. Beyond that, he has no money to pay the hospital bill. If he had to get a job here to do that, finding the stones would get put on hold for who knows how long.

Her eyes began to flutter open, as she began to take in her surroundings. It was a large room, with a TV hanging in the corner. To the left was an open window, the curtains blowing in the wind. At her side was her Nephew, sitting in a chair and reading a few magazines. She rubbed her crusty eyes, smiling warmly at the familiar sight, "Peter."

Peter's head immediately shot up as he jumped to her side, holding her hand gently in his. A powerful smile overtook his lips as his eyes began to tear up, "Aunt May!" he exclaimed, "I was so worried when you called me."

"They made me do it," She answered, "They said they wanted to draw you out and hurt you …I had no choice," She began to cry as well, her tears dampening her wrinkled skin, "Oh Peter, I'm so sorry!"

Peter kissed her hand, shaking his head, "No, no, May. It's not your fault. None of this is your fault. So much has happened that I can't fully explain."

"Tell me, Peter, please. Did those men take you here? They said this was Japan, but how-"

"May," He stopped her, "There's so much I want to say but I can't. I don't fully understand it either, but I'm trying to work it out. We'll be able to go home soon, I promise. In the meantime," Peter paused, trying to think about what to say, "When we leave the hospital, there's a family we can stay with. They're really nice and have been taking care of me."

"Why didn't you just come home? Or try and call me?"

It would be difficult to explain the concept of other realities to her. In fact, it would be impossible to tell the truth without revealing his secret. He still goes to U.A, so it would be hard to explain why he was enrolled. Keeping his secret would be impossible here unless he came up with very clever lies.

"I tried, I really did. But it's been complicated, and I can't explain how. Give it time, and we'll be home soon. Trust me."

May sighed, lifting her hand out of his grasp and putting it on his cheek. She could tell just how hard he was trying to spin a story and keep her safe, despite everything that's happened.

"I suppose we do need to stay until the hospital bill is paid," Aunt May sighed, "Considering we don't have Japanese currency, one of us will have to get a job."

"I will," Peter volunteered, "I'll find a job and get the bill paid, they we should be able to get home. The government here pays most of it, so we just need to handle the rest. Like I said, we have a family we can stay with. They took me in when I got here, kept a roof over my head."

"But why were you taken here? What did those men want from you?"

Peter struggled to speak, "I really don't know."

"Please, tell me the truth."

"I am."

She tilted her chin down, almost giving him a guilt-tripping stare, "You know what I'm referring to."

He tried to play dumb, giving her a scoff as if she had gone crazy. Of course, this felt insulting and he let his expression fade to blank. She gave him a comforting smile, as if she was winking without having to. Gently grabbing her hand while it rested on his face, he took a moment to breathe deeply a couple times, collecting his courage. Peter knew that if she was here, there was no way to hide things from her. He couldn't send her home without her asking why he can't come with her yet. There was only one good answer, and it couldn't be a lie.

"…I'm Spider-Man," he quietly said, tripping over his own words out of fear.

"I know," May replied, making Peter's eyes widen in surprise, "I've always known."

He stared at her with his mouth agape, trying to find something he could say to her, "You-I-how?"

"You think I could never hear when you scamp back into your room through the window? Or that I don't find cut up blue and red fabric in the trash? What else would you need my sewing kit so much for?"

Peter laughed in a combination of shock and relief. Of course, she knew, he had made it too obvious despite how much he tried. She always knew, and never spoke up about it.

"Why didn't you bring it up?" he asked.

"I figured you would tell me when you were ready. Peter …" She rubbed her thumb just under his eye to wash away the tears, "I am so proud of you and everything you've done. You've saved so many people, and I know that Ben would be proud of the man you've become."

He laughed again, feeling as though a weight was lifted off his chest. Everything he's hidden since day one has finally come into the light. It was a warm feeling that he dares not let go of, not after everything he's been through these past weeks.

"So," May continued, "Now that we have that out of the way, maybe you can tell me what's really going on, hm?"

He looked up at her, nodding as he placed her hand back down on her lap, "There are these weapons called Infinity Stones. They are extremely powerful and dangerous in anyone's hands. When the Green Goblin tried to steal them, the stones transported us here and scattered across the city."

"So, you didn't come home because you had to find them," She concluded, "I'm not too familiar with most of what the world has become with superheroes and powers, but I at least understand. Why not just call and tell me you were ok?"

"It …wasn't that simple," he sighed, "That part I'll explain later, when you've had time to digest everything else."

She nodded, blinking her tired eyes, "I'm glad you're safe, at least. I hope you haven't been too lonely."

"Of course not, like I said I have that family who took me in."

"I mean friends, Peter."

His mind immediately went to his classmates, specifically those he was closest to. The likes of Momo, Izuku and Kendo became those he wanted to protect and trust. One was easier to do than the other, despite his best efforts, "Yeah," Said Peter, "I have friends, people from the local school. They're really kind and have shown me so much compassion," He paused, "Minus Bakugo, but I'll tell you about them later."

"And you trust them?"

There was hesitation in him. The obvious answer would be yes; he trusted them in so many ways. He could rely on them in battle, or for comfort, and just a good laugh if needed. The problem was the recent events toying with those desires. He wanted to protect them from the threats be brought here, which required he push them away in the 'comfort' area. It was the only way to keep them alive as best he could.

"Peter," She said, almost accusingly, "I can't imagine what you've been through these last few weeks. However, I know with certainty that it would be easier here on out if you had people you could trust."

"I do trust them …I just…" His voice faded out, defeated by her strong logic.

"You need to put that Parker Pride to rest," She pointed at him, "You can't carry every burden on your own. A single man can't push a boulder up a steep hill all by himself."

"He could if he had a pully system," Peter retorted and grinned.

"And who's going to help him build it?" She fired back.

"…His friends."

"His friends," May repeated with a smug smile.

She rested her head on her pillow, looking out the window for a moment. Outside was a tree, with a bird's nest sitting on a branch. It was full of eggs cracked open, baby birds hopping around. Her nephew smiled and his chair closer and resting his head on her bedside. She lifted her hand and started stroking his hair, as he let his tears fall onto the blanket. May sat back and closed her eyes, singing to the world above.

" _Leaves turn brown, and snow falls white.  
Grass grows green, and the sun shines light.  
Close your eyes and see. All of this beauty,  
It comes from you."_

Peter smiled, gripping the blanket in his hand.

" _Hair turns grey, and skin turns pale.  
Seeds grow, and they turn to trees.  
I see you grow every day.  
You change. It's strange."_

As the final verse seemed to roll in, Peter allowed himself to join in and sing in harmony with his Aunt.

" _Leaves turn brown, and snow falls white.  
Grass grows green, and the sun shines light.  
Close your eyes and see. All of this beauty,  
It comes from you."_

Peter sat up, holding her hand that she had placed on his head, "You sang that all the time when I was little."

"I see it still works," May said smugly.

"I can't tell you how happy I am, May," Peter said, "I've wanted to tell you about my secret for so long, but I didn't want you to worry."

"I always worried. Whenever I saw Spider-Man on the news, I always feared I'd lose you the same way we lost Ben. You put yourself in so many dangerous situations and I wanted to badly to tell you to stop."

Peter looked at her with glossy eyes, "Then why didn't you?"

She hesitated, smiling of sadness, "Ben told me not to."

Peter sat up straight, his eyebrows lifting as he took a moment to examine her face. He needed to be sure that she wasn't joking or being metaphorical. With the way she was smiling, she couldn't have been lying.

"Wait, are…are you saying he knew?" Peter asked.

"When you began to compete in those wrestling matches, Ben found a check in your room signed out to 'Spider-Man'. I wanted to make you stop, but Ben told me that God had granted you a gift, and we should allow you to find your way on your own. He always believed in you, even before you became a hero."

Peter sat back, rubbing his face as he processed her words. The idea that Ben had known about his double life long before he became a vigilante, as if he knew where it would go, it was unreal. His whole life has been based off his words of wisdom, and now he understood why he gave them to him. He always knew that Peter would use his powers for good, despite his rocky start. Even when he didn't know it, Ben always believed in him.

Smiling, Peter wiped more tears away, hiccupping on his sorrow mixed with joy, "He knew. Of course, he knew. I was always terrible at keeping secrets. Pretty much everyone knows my secret by now."

"Including your friends?" She asked, "Like that girl who was with you at the school?"

"Itsuka Kendo, yeah," Peter answered, "That school teaches upcoming super heroes, and I've been going there as a cover. They know who I am, just not everything about me. They think I got my powers naturally like the rest of them," he paused, "Except …for one who overheard me talk about …how I got them."

"Well, maybe that's the universe telling you that you should be honest with your friends."

"They might not understand, and the closer people are to me, the more they get hurt. You are the perfect example of this."

"And yet here I am," She tilted her head with a grin, "Breathing and heart beating. I'm here because you saved me."

"I wasn't alone."

"Oh, stop that," She lightly smacked his hand, "You're a good person, Peter. You always do the right thing, even if it seems impossible. It would be easier on you if you had your friends at your side. You can't fight all your battles alone. That's what a team is for, like the Avengers."

Peter nodded, smiling and standing up to adjust his attire, "I should go and see them, then."

"That you should."

He leaned in and kissed her on the forehead, "I'll be back later, Aunt May," he made his way to the door, grabbing the door handle.

"Peter," She called out, stopping him, "I love you."

He smiled, opening the door, "I love you too," Giving her one last smile, he left the room and shut the door gently. When he was gone, May sighed and looked back at the birds nest outside. The hardest challenge for a child is to tell their loved ones the truth, and she was proud of Peter for finding his strength.

The receptionist area was nearly empty if not for the young heroes who waited patiently in their chairs. Izuku's foot was tapping against the floor rather quickly, representing the anxiety running through his bones. They could have easily gone and found their friend like Izuku did once before, however, they didn't want to make him feel cornered or pressured to talk. The only one not sitting was Tenya, who leaned against the wall near the chairs as everyone had their own set of thoughts running through their heads.

When Peter entered the room, his hands were stuffed in his pockets. The first one to notice him was Mina Ashido, who immediately jumped to her feet with a massive smile on her face. Shouting his name, she ran to him and jumped into his arms, leaving him no choice but spinning around to catch her momentum. The others stood from their seats and greeted him with a sigh of relief.

"We got soooooo worried!" Mina exclaimed, hugging him tighter, "I'm so glad you're ok, Pete!"

"I should be saying that to you!" Peter responded, hugging her back, "I'm sorry I wasn't there to fight with you all."

"You should have seen how many bad guys we took out!" Mina let go and pumped her fist into the air, "It was like 'Pow!' and 'Wam!' And they All Might showed up and went to town against this big muscular monster thing!"

Izuku stepped forward, almost seeming guarded from whatever mood Peter might have been in, "Um, is your Aunt ok?"

Peter smiled, walking up to Izuku and giving him a quick hug, "Yeah, she's ok."

"Group hug!" Toru shouted, wrapping her invisible arms around her classmates embrace. All they could see beyond the gloves she wore was the pressure marks from her body.

"Alright! Alright! Too tight!" Peter exclaimed, letting go of the hug all together in unison with his friends.

Tsu walked from her spot and gave Peter a short hug as well, stepping back with her hand on her chin, "What was the fight like on your end?"

Nodding to her, Peter took a seat and rested, his fingers locked and laying on his lap as his friends sat down to listen, "They got the school evacuated pretty fast, but a few students were still inside. Kendo and I had to fight toward the front, so we could rescue my Aunt."

"That sounded like it was extremely intense, how did you escape all the villains?"

Smiling, Peter began to explain everything that had happened to them. As he watched his friends interest grow, an Idea of his own came to mind. It was something that he knew needed to be addressed at one point, and he couldn't continue to avoid it, "Izuku," he asked for his attention, "Is there a place we can talk in private?"

Izuku looked at him nervously, "We can look for one, maybe like …uh…"

"How about the roof?" He suggested, "There's just something we should talk about."

…

The green haired hero hung onto the arachnid's shoulders as tightly as he could while they crawled up the side of the building. It was scary to be up this high, especially with the fear of slipping and falling. However, he was also interested since this was a first-person view at his adhesive ability. It was different from how Tsu's was in terms of surface contact. Peter's was far smoother and quicker, with his fingers acting as magnets to any surface, while Tsu's was more like suction cups. When they reached the top of the building, Peter set Izuku down and leaned on the fence built several feet up from the roof's surface. At first, he said nothing and looked out at the sun setting in the distance. The sky was yellow, soon to turn red and birth a new night.

"Peter …" Izuku stood next to Peter, leaning on the same fence.

"I was given my powers by accident," Peter suddenly said, almost catching his roommate off guard.

"Oh, Peter! You don't have to tell me, it's ok! I get the need for secrets-"

"I was on a class field trip," Peter seemed to ignore Izuku as he continued, "We were visiting a company called Oscorp, run by my best friends' father. I got turned around and found myself where I shouldn't have been. It was a lab that worked on genetically enhancing spiders. I only found out today that they were trying to make a cure, but I accidentally…ruined it," he turned around, leaning his back against the metal fence, "One of the spider's, the only successful enhanced spider, escaped it's containment and bit me."

"So …that spider gave you your powers?"

"Yeah. When it bit me, it transferred some of its genetic code over and gave me spider-like abilities," He paused, "Ururaka once asked if I used my powers to get back at bullies. While I didn't do that, I did go into wrestling for a while. I used my powers to beat people up and get money for it, even created my web shooters originally as an aesthetic to please the crowd. It was really hard to cash in checks without revealing my identity, so I went to the showrunners office to collect actual cash."

He looked out at the sun setting over the hillside. The sky was now a mixture of red and blue clouds, sometimes crossing to make purple.

"One night, when I was collecting one of my payments, the wrestling ring was robbed. I could have stopped the thief when he ran passed me but …I was full of myself," Peter looked down at his feet, fiddling with them against the ground, "I let him go because I thought it wasn't my problem. I was tired of being the guy who fixed everything and never got the appreciation I deserved. I immediately thought back to when Flash Thompson made me do his homework then shoved me in a locker."

"So …what happened next?" Izuku asked.

Peter's eyes glossed over, just thinking back to the memory was enough, "That night, I came home to police cars in our driveway. They told me …they told me my Uncle had been shot…murdered."

Izuku let out a faint gasp but refused to interrupt him.

"I was so angry," he clenched his fists, shaking with fury, "I put on the costume I made, and I went out into the city. It didn't take me long to find the guy held up in a warehouse. I felt …I was ready to kill him for what he did. I had knocked him out, and before I could do anything …I finally saw his face. The face of the man I let get away from the wrestling ring."

There was a silence that lasted only a moment, allowing Izuku Midoryia to take in what Peter was saying. He finally understood where all of his guilt came from, feeling as though he caused the death of a loved one. Knowing this now, it makes that villains wife Emily's death that much worse on him.

"My Uncle Ben once told me something," His fists unclenched and relaxed, "He said 'With Great Power, comes Great Responsibility."

"What did he mean by that?" The once Quirkless child asked.

"If you have the power to help someone, then it's your responsibility to use that power to make the world better. If you can help someone, you help everyone. That's what he always believed, and it was the last thing he taught me. I've …I've lived by that motto ever since."

He wanted to put a hand on Peter's shoulder to comfort him. Spending your whole life misunderstood and rejected is something he understood completely. Yet, he was surprised that Peter was once full of himself. Knowing who he is now, it seems impossible to picture that version of him. When Izuku got his Quirk, he was nervous about showing it off. At the same time, he did appreciate the attention even if he did feel like he didn't deserve it.

"I didn't …I'm sorry," Izuku said, "I know what that feels like to be given so much power, and to feel so much weight put on you."

"Yeah?"

"Yeah …Peter," Izuku took a deep breath, "I didn't just gain my Quirk. It was given to me …by All Might."

Peter straightened his back and looked at his roommate in surprise, "What do you mean?"

Izuku continued to speak despite not knowing why, "All Might's Quirk is called 'One for All'. It's a Quirk that is passed down generations. He chose me to be his successor, and passed his power down onto me. That's why I got my Quirk so late, because I was never supposed to have one. The doctors told me when I was a kid that I would never get a Quirk. But All Might changed that …"

Perhaps he was telling him because he trusted Peter. He knew that he was a good person, Peter already knew about All Might's true form. He trusts that he wouldn't do anything stupid with this information.

Suddenly, Peter started to chuckle. That chuckle turned into a laugh that caught Izuku off guard. Confused, he simply laughed nervously along with him, "Why are you laughing?" he asked.

"Because!" Peter exclaimed, "We really are so similar, aren't we? Our goals, interest, origins. I swear, we were meant to be friends."

Izuku smiled at his statement, immediately tearing up and sniffling from the overwhelming joy, "I-I'm really glad I can trust you."

Now it was Peter's turn to cry, though much less intensely, "You too, Midoryia."

The two came in for a tight hug, the sun fully setting in the distance. In that moment they felt a trust grow between them, one that wasn't there before. Peter wanted to tell him more about what was going on. He wanted to tell him about the Infinity Stones, about other worlds and the truth of where he came from. However, he didn't want to make that decision while fueled by emotion. Even if he felt Izuku was someone he felt close with, this was a choice he needed more time to make.

 _Meanwhile_

Doctor Strange floated up the walls of his library and picked out several books from the higher shelves. The ones he couldn't hold in his hands, he had floating around his person. Tony Stark waited at the bottom, sitting in a fancy chair and tapping his foot impatiently. Occasionally, he would scratch his beard, lowering his eyebrows as he stared daggers at Strange.

"I implore you to show some patience," Said Doctor Strange, "Finding the right spell book will take some time."

"You don't have great organizational skills, do you?" Stark asked sarcastically.

"I do, actually. There are simply many types of spell books to choose from per category alone. Besides, you haven't given me much to go off. There isn't much I can do without knowing for sure that he is scattered across other dimensions."

"I tried turning on his tracker but there was nothing," Retorted Stark, "The suit I gave him is made of vibranium nanites. It can send signals back to me from across galaxies. The only reason it wouldn't work is if he was in a different reality. It's not like you're unfamiliar with that."

"You're right, I'm not. But there are endless amounts of realities parallel to our own. Some are close in resemblance, some are entirely different. Traveling across these realities is one thing but finding a specific one is another."

Strange finally floated down, holding a big brown book in his hands. The pages were old and surrounded by alligator skin covering. It almost seemed to hum in his grasp, giving off an unusual vibe.

"Do you have something of his?" Strange asked, "It will allow me to identify his aura type."

Nodding, Tony stood up and reached into his pocket. In his hand was a red mask, the same one Spider-Man had lost during their mission to the prison, "I went back and found this far outside the prison. Can you use it to find him?"

Doctor Strange takes the mask from him, examining the slightly tattered fabric, "I can try."


	18. Another Perspective

The hospital room lights were shut off and the door locked tight. Window blinds were flipped closed to block any uninvited viewers. The time now was past midnight, and the moon outside was the greatest piece of proof. Inside the dark room were three silhouettes, while a single body stood guard outside and quietly listened to them. The first of the trio was All Might, reduced to his weaker form. Second was Detective Naomasa, pen and paper in his hand as he questions the young arachnid hero sitting on the bed in front of them. He was the only student of U.A left at the hospital, as all the others had been discharged and gone home. Peter stayed simply because his Aunt needed to remain there until morning.

"We examined the gauntlet weapon that The Green Goblin used in the battle," Naomasa started, eyeing Peter intensely, but in a friendly manner, "It isn't made of any material we've ever seen before. The stone latched to it as well was giving off a strange …vibe, is the best word. The gauntlet also has 5 other slots, telling me that there's more than one of these stones involved to complete the set," He deduced, "We need you to tell us everything you know, Mr. Parker."

Peter sat on the bed with his fingers locked together and his ankles crossed over one another. It wasn't likely they would believe the entire truth. Fact was that the gauntlet was made by a Dwarf; the same one that created Thor's Hammer Mjölnir. The metal came from Asgard, a place they likely haven't heard of in terms of being reality.

"It's called the Infinity Gauntlet," Peter began as Naomasa took notes, "It was created back home by a …master blacksmith. Its purpose is to contain and control the power of that purple stone, plus 5 others. Each stone has a different ability on its own, but together are nearly unstoppable."

"Where did these stones come from?" The detective asked.

Peter shrugged again, "All I know is that they are dangerous. I've …been trying to find them and send them home so no one gets hurt."

"Do you have any with you?" Naomasa accused.

While it's true that Peter managed to obtain two of the Infinity Stones, he was unsure if he should tell them about it. They would likely try to confiscate them from him. It's troublesome enough that they already have one stone plus the gauntlet itself.

"Do you know how the stones ended up here in Japan?" All Might asked, "It seems a bit coincidental that your enemies would be searching for these stones while you were attending school here."

"It's likely they came to kill me," Peter said, "Maybe they saw an opportunity that I wouldn't be protected by the usual heroes back home. I doubt they expected to confront heroes here, we don't get much word about the hero programs here in Japan. We kind of isolate ourselves that way, it's why I wanted to come here so I could see what it was like."

"Why aren't all the stones in one place?"

"As far as I know, Goblin divided them up amongst his minions, and they were too clumsy and got them lost."

He almost commended himself for coming up with a believable lie so quickly. Though, he still felt bad for not telling the truth, even though they wouldn't believe him anyway. It's better to give them something they'll understand rather than confuse them with something they won't.

"…It's my fault they're here," Peter grieved, "They wouldn't have come if not for me. The only reason they attacked the school as well as the USJ was because I was there. If I had gone with on the field trip, the other classes would have been safe."

"That's not your fault, Peter," All Might assured.

"It _is_ my fault, though! Half of those villains exist because of me! They up their game so they can keep up with me and people get hurt in the process. Norman Osborn is the worst of all. Becoming Spider-Man made him what he is, he blames me for everything," Peter's voice began to crack in sorrow, "People have died because of me and what I do. People suffer everywhere I go, no matter how hard I try to prevent it."

"A lot of people are safe because of you, your Aunt included," He reminded him, "You're going to be a spectacular Pro hero one day, Young Parker-"

"I can't wait for 'one day'! If I don't act in the moment, people will die!"

"What are you saying?"

He hesitated, but went through with confidence, "I'm saying let me keep searching for the stones. Let me take down whoever may have them, so we can stop these guys from hurting others. Goblin may be caught but he still has lackies, all being led by whoever has a light Quirk."

"'Light Quirk?'"

"The woman who saved me that day at the precinct. I think she leads all of them and wants the stones for herself."

Naomasa put his notebook to the side, standing up straight, "You can't go out and fight villains. You don't have a license, so going out there would be illegal. We'll use the info you've given us to find the stones and keep them safe. When we have them, you'll be the first to know."

He sighed, lowering his head and staring at the floor. Without the protection of a secret identity, there wasn't much that he could do about it. They had their eyes on him now, meaning sneaking away was no longer an option.

"Naomasa," All Might spoke up, "Is it alright if I have a word alone with Peter?"

"Of course, I'll be outside," The detective grabbed his notebook and exited the room, standing beside Overcast as they discussed recent events.

All Might struggled a bit to stand on his feet, having to push himself off from his knees. His body was still weak and fragile from fighting at the USJ. Maintaining his stronger form for so long beyond his limit had put a strain on him. Walking across the room, he let himself collapse into a sitting position on the bed next to Peter. Up close, the young hero could see the bags under his teachers' eyes.

"You look like you need a nap," Said Peter.

"Yeah," Said All Might, "I spent myself today. At the USJ, there was monster with strength to rival my own. It could take my attacks, and nearly killed me. The only way to beat it was to push myself beyond my limit," He put a hand on his side, where the wound in his stomach still resided, "Before today, I could maintain my strong form for about 3 hours. Now it's even less …"

"…I'm sorry," Mourned Peter, "I should have been there to help."

"You were busy. Six of your own villains ambushed you and the other students."

"Seven technically, but someone else took care of him."

All Might laughed, immediately holding his side in pain. He would have to rest for some time before returning to Hero work. This will be difficult with all the reporters that will likely try and swarm the school come morning.

"Izuku told me that you know about my Quirk now," All Might said, "Don't worry, I'm not upset. You were bound to find out eventually. Though, I did have him tell me why he had brought it up, and he mentioned something about your powers."

"Yeah, I told him it was ok to tell you," Peter reassured.

All Might sighed, moving to the next topic.  
"Why didn't you tell the police about the stones sooner? Green Goblin only had one and-"

"And It was my problem," Peter cut in, "These villains, the stones, they are my problem."

"They're our problem too now, kid. You can't fight them, it's the law."

Peter muttered something under his breath.

"What's that?"

"I said _screw_ the law!" Peter shouted, immediately turning away in shame.

His teacher sighed and rubbed the back of his neck, "Young Parker, this city has dozens of Pro heroes patrolling it 24/7. You aren't the only person who cares about stopping these villains, there is a whole community of people ready to fight against evil."

"This whole hero system…" Peter started, "It's flawed."

"What?"

"Heroes here …they get paid to save people. It becomes a career like any other job. For so many people, they start out so passionate. But when they get enough fame, that becomes their new drive. The crowd cheering their name, Pro Heroes on talk shows, acting like celebrities. That's not what a hero should be, should it? Other than protecting my family, my secret identity keeps me humble. I'm not gonna stop doing the right thing just because the law tells me no."

Sighing, All Might stood up and walked toward the door. He knew that there wasn't much he could do to change Peter's mind, even if he did bring up some good points. There _are_ heroes that do it simply for the fame and money. Payment can be left up to interpretation whether it's truly a selfish goal or note, but fame was different. There are indeed heroes that sink themselves into their fame by taking on commercials and going on talk shows. However, there were still plenty of heroes that did it because they wanted to save people, the fame and payment was just a bonus to them.

All Might grabbed the door handle, turning to the young hero briefly, "I understand where you are coming from, Young Parker. But there are heroes who still believe in what's right."

"I know," Peter agreed, "I'm saying the public sees them as celebrities, and it goes to a lot of their heads. I don't care about fame or following the rules, because If someone is in danger, I'll protect them no matter what."

"I admire that, I do. But if you go after these villains and cause harm to them, the Police will have no choice but to arrest you. Please …don't do anything drastic." With that he left the room to talk with the detective outside. Peter was left alone with his thoughts, bathing in the darkness of the hospital. The law was strict about hero work, and he knew that any acts would be trouble for him. It hadn't stopped him before, but now he had eyes on his back.

He was trapped in a web of his own lies.

…

The woman who held power over light entered her dark and gloomy apartment. She had spent so much money in her expedition toward her goals that she could no longer afford anything better. With her Light Quirk, she had no need for electricity, or at the very least light bulbs. All she had was her laptop now, which she simply charged whenever she was at an outlet anywhere else. Dropping a bag by the couch, she let her body collapse on the cushions, sighing with frustration.

She hated villains.

Many of them were self-centered, egotistical and irrational. Those are simply the close-up qualities many of them had shared. Villains were destructive and unpredictable, yet she had no choice but to work with them. She had no choice but to use them as stepping stones. Perhaps she couldn't complain, as she was considered a villain in the eyes of those she meets. At least, those who meet here as she is, doing what she does. She's had no choice but to work with villains, though it doesn't mean she likes it. Much rather she would wish to work with someone of more mature qualities.

She created a small ball of light and let it float into the air, illuminating the room and showing off more of its details. Though everything inside was cheap, she at least did her best to keep it as clean as she could. The sphere of light travelled around the room, staying close to the ceiling and sometimes bouncing off it like a balloon. She sighed again, beginning to take deep calming breaths.

After calming herself down, she reached into her bag and pulled out her laptop, opening it up and logging in. The first application to open was a live video with several numbers to click on the side. The first camera feed was set in the warehouse where her and the other villains would meet. Currently only a few were still there in the main room as the rest went to sleep.

One of the villains, a man with short hair, goggles, and a green suit with a metal backpack equipped to the fabric stood in the center. The man pulled out his phone and held it to his ear, glancing at the camera watching him. Not seconds later, the woman's phone rang with the same man's caller ID. Naturally, she answered him.

He was the first to speak, " _I figured you would be watching us by now,"_ He said, " _You always check in at the same times every day."_

"You truly are the smart one of the group, Octavius," She replied, "Anything I can help you with right now?"

" _Norman's arrest is a problem, as he was the bulk of our manpower. But we can fill the gap if we can retrieve the space stone and the gauntlet."_

"That will be a problem since both items are with the police right now."

" _Perhaps, but I found a solution. They're holding them temporarily at a police force safehouse in the city. Currently they are waiting for transportation to arrive, but we can get the jump on them before they take off."_

She hesitated, sitting up on the couch, "Who do you think should be at the front lines of this attack?"

 _"_ _Do you trust any of the others to be subtle?"_

She sighed, "No. You're suggesting I go myself."

" _I'd be there with you. We're the only competent people of this little organization. If we want to avoid making too much of a scene, I think it's best that it be just the two of us. You brought me on because you wanted a focused and balanced mind."_

There was a great pause after he had finished. It wasn't often that she showed herself in person. Even when she did, she was always covering herself in light. If the public knew what she looked like, she would be too easy to track.

" _I know you're worried about your appearance,"_ Octavius assumed, " _But you'll be happy to know I finished the suit."_

She jumped to her feet, "You finished it?"

 _"_ _Stop by the warehouse and pick it up, then meet me at the location I will send to you. That is …if you're interested."_

She knew that the best way to retrieve the stone as well as the gauntlet was to avoid causing a scene. Each of the villains that went behind her back and attacked Spider-Man are not sitting behind bars, cutting a dent in their forces. Thanks to her deal with the League of Villains, she has a few more resources but not enough muscle. Octavius was smart and calculated, and he did things out of logic and not instinct. While he has in fact done things others would deduce as villainess acts, he did them because he thought he had to. She had a respect for him, unlike the other members of their little group.

"I'll be there, Octavius," She answered, hanging up directly after.

…

It hadn't taken her long to return to the warehouse from where she met with the villains of another world. Most of them were asleep for the night, minus a few night owls that roamed. The main area of the warehouse started empty when they found it, now it was filled with couches, lamps, and a television. As she walked in, her eyes went to those whom still strolled around the main room this time of night. One was a pale being with dark hair, floating upside down in the corner of the room. He wasn't quite sleeping, more meditating in a deep trance. The other figure was a man in a leather jacket, staring at the TV as it played its late-night shows. It was a late-night live show, playing a skit that mocked fast-food cashiers.

The man noticed his new boss enter the room, and turned his head to greet her, "You're here late."

"Octavius said he finished the side project I assigned to him," She stated, "I'm just here to pick it up."

The man laughed, "Well you better get going. Some of the others aren't happy with you since Norman got arrested."

"I can handle myself, Quentin," She walked away, not so much as giving him another word.

The next room was a small office, only big enough to hold a desk and two cabinets behind it. Scattered on the desk were papers and picture frames, with a large suitcase resting on the top. It was a large silver case with a classic briefcase lock. The case acted as a paper weight for all the papers she had left sitting there, unfinished. Many of the papers listed possible sightings of Infinity Stones, while others had biographies of people.  
She opened the briefcase, looking at the contents inside. It was correct to the specifications she gave the scientist, happy that the mask was on that would cover her entire face.

"Late night?"

She turned around quickly, almost ready to attack whoever was behind her. Even when she saw who the voice belonged to, she kept her guard up. The man standing at the door was as pale as could be, with hair to match his arctic look. He wore a dark suit to counteract his skin and completion, and his hair had a classic flat army cut.

"Tombstone," She greeted with her fists still up, "You're still up I see."

"In my line of work, late nights are a regular," He moved slowly around the room, examining her, "Where are _you_ going with the old moon in the sky?"

"It's none of your business," She rejected him, "Simply an event I need to attend to."

"Really? You don't trust me?"

"I don't trust any of you. It's a matter of who I can rely on to work with me. If I gave you the chance, you'd take whatever power you could get and betray me in an instant, just like Osborn."

"Osborn was a clever man," Tombstone's voice held poison in his tone, "And a great business partner too. I came here because the crime of this world was so much easier to manipulate. The criminals back home have lost their touch," He poked his temple, "They've gotten too smart. But here, It's like I'm back in my prime."

"I'm not some dumb wannabe criminal you can manipulate. Keep in mind what happens if you double cross me."

"Now, sweetheart, I never said I would," He backed away with his hands up, "You're the one making all the assumptions. Just remember that Norman, as reckless as he was, was valuable. You could have gotten him out of there safely, but you chose to let the police take him," He came closer again, almost nose to nose, "It's almost as if you have a grudge against us 'villains'."

He was taller than her, this was true. In fact, she'd be lying if she said she wasn't intimidated. However, she couldn't show him this as he would try to make a shift in power. He would love to take over and assimilate the others into his newly formed crime gang, but she needed to maintain her appearance. This overconfidence is a big reason why she hated working with these villains.

"Do your job and everyone benefits," She said sternly, "That's the deal, Tombstone. Where I need to go requires precision, and subtlety. You're a good businessman, but not a good man."

Tombstone frowned, backing away from her and making his way to the door, "Fine, you've made your point. I need to return to business anyway. However," He opened the door, his body already halfway through, "If it all goes wrong, I'll be there to call you out." He closed the door with a light slam and left her alone with the case on the table.

She let out a sigh of relief, leaning against the desk as she held a hand to her chest. Tombstone was nearly invincible and didn't feel any pain. He's one of the few villains she's brought here that intimidates her, as her power would have no effect on him. Villains were often overconfident and selfish, he was no exception.

Finally, she pulled the contents of the case out and readied herself for the night.

…

The sky was still dark, while the city below was filled with light. People talked down below, steering clear of a building labeled 'scheduled for demolition'. Octavius kneeled on a roof higher up, positioned a block away from the target. Four mechanical arms had grown from the containment on his back, hovering around his body and moving with every thought he gave them. The goggles he wore functioned to zoom in on an open window. Nothing could be seen but a few moving shadows of people, counting to seven or eight bodies guarding the Infinity Gauntlet.

A small burst of light landed behind him, the energy breaking her fall. Her suit was a mixture of cloth and armor covering the more sensitive parts of her body such as her joints, chest, and a helmet that covered her face. Two small eye holes were all she had to look out of, yet she could see almost as clearly as she could without them. The back of her helmet had a sharp point for flare, shining from the moonlight. Her armor was primarily white with many yellow highlights that travelled up her limbs and around her head. The saturation for both colors were only slightly lower than their natural states, but still enough to get the point across. On her back was a unique cape; two strands of strong cloth attached to each shoulder and reaching down below her waist.

"You look good," Octavius complimented, "How's it fit?"

"Perfectly," She smiled under the helmet, "I was worried I would always have to blind everyone before entering a room. Heroes aren't the only ones with secret identities, right?"

"I agree," He looked back to the target building as the woman of light kneeled beside him, "That's the safehouse, hidden in plain sight. There are about eight police officers guarding the Gauntlet until transportation arrives. There could also be Pro Heroes in there, but I couldn't see any from this position. The only way we'll know for sure is if we go inside."

"Where's our best entrance?"

"The roof has a few guards on it, but we can take them out quietly. We just need to wait a few more minutes until I can be sure the gauntlet is in there," He adjusted his goggles, "I'm scanning the building on a private network, it's going to take a minute."

"Copy that."

Octavius took a moment to glance at her, admiring the work he put into the suit. In fact, it wasn't just the suit, but the woman herself that he admired. She was passionate about this entire crusade for the Infinity Stones, but not the same way the other villains were. Everyone else was promised destruction of their enemies, power over society, or simply high amounts of cash. Him however, he wanted something different. All Octavius wanted was a fresh start in this new world. Back home, everyone knew him only as Doctor Octopus, a villain and horrible human being. This wasn't who he was, at least not anymore. He made mistakes and could not undo them as he thought it was the right choice. The world he knew saw him as a villain and always would, but here he could be different. Here, he could salvage a career as a scientist and pursue his goals like he used to.

She was different than him, however. Something was driving her for these stones, something very personal. It wasn't cruel, she never seemed to have a selfish desire for the weapons of mass power. Instead, she always seemed as though if she didn't get them, then something worse would happen than her crimes. It was the desperation of a child, with the passion of a strong woman.

"Why do you do this?" Otto asked, "What do you need the stones for."

She looked at him, sighing as her gaze fell to the street. Civilians down below were greeting one another, and walking out of stores with bags of products, "Look at those people, living their lives without a care in the world. They aren't even concerned about the gods that walk among them. They don't care about a thing, not even when a monster attacks them. They're so …"

"Desensitized?" Otto suggested.

"Yes! They see heroes as celebrities, some even see villains that way. They don't take it seriously, and that gets them hurt or killed," She looked back at him, "Heroes and Villains cause half the worlds biggest problems now, and no one bats an eye."

Otto's goggles blipped green as he turned his attention back to the safehouse, "Gauntlet confirmed. We're good to go."

He leapt off the roof, using his arms to climb across the sides of the buildings. The woman released light from her hands and hovered through the sky, gliding from one roof to another. When they reached the safehouse, they ascended the wall slowly as not to make too much noise

Four armed guards patrolled on the roof, standing at each corner. From their position, they could see anyone coming at any time.

Unfortunately for them, this was not one of those times.

The armored woman landed on the first guard from above, earning the attention of their neighbor. Lifting his gun, the armed guard readied himself to fire, but the woman shot a blast of light that nearly burned his corneas. She ran at him, jumping in the air and throwing a knee to his chin. The impact was enough to knock him out.

When she landed, she had prepared herself to face the other two. Otto however had already taken them out, his metal arms pinning their unconscious bodies to the ground.

"How did you do that without me hearing?" She asked as she met him halfway on the roof.

"Improvements on the arms," He answered proudly, "Smoother joint movements almost as silent as a real limb."

Smiling, she looked to a door that led to the lower floors, "Shall we?"

"Ladies first."

Giving a comical curtsy, she blasted the lock with a small light burst and walked through with little effort. Otto retracted his arms and followed her in. The staircase was lit only by a single bulb on the ceiling. The woman could have lit the room herself, but she didn't want to give away their position too soon. Unlike being with the other villains, she didn't feel compromised working with Otto. He was a smart man, the only one of the groups that she trusted.

Eventually they found a door just one floor from the base of the building. She opened it slowly, moving out and discovering a catwalk that stretched across the large empty room. The space below was barren, only a series of lights that illuminated for them. The massive room was empty, the only notable detail was a skylight with the moon hanging above.

"Where's the Gauntlet?" She asked, "Are we on the right floor?"

"We should be …" Otto extended his metal arms and leaped down, using them to break his fall. The woman followed and used light from her hands to hover safely down. It felt like an interrogation room with the vibe the ceiling lights gave off.  
Being at ground level, Otto was able to see objects sitting near the windows. Cardboard cut outs of human shapes stood just out of the window's view, casting a shadow that reached the wall. As he looked out the window, he noticed the same roof he had been positioned when doing recon earlier.

"Dammit …" He said, looking back at the woman in a panic, "We've been set up!"

A quick explosion of light escaped from a small cylinder dropped to the ground. While Otto was blinded by the sudden attack, the woman was not affected in anyway. The skylight shattered, and glass slammed against the concrete ground. Ropes dropped from the opening with armed men grappling down dressed in all black. Most of the squad surrounded the woman, while the rest kept their guns pointed at Otto who rested on the ground with blinded eyes.

A final figure jumped down from the broken skylight and landed with a large thud, cracking the ground beneath her feet. The hero who landed had dark skin, red eyes, and long white hair with long fluffy ears that resembled an albino rabbit. Her build was rather muscular, she was stronger than she looked. Her costume was a white leotard with a fuzzy collar containing a purple rim around the shoulder and thighs, metal plating on her midriff, and a yellow crescent moon on her chest. At the end of her costume is a tuft that resembled a rabbit's tail. Her boots were dark purple high thighs with metal plating at the heels and toes which resembled rabbits' feet. To finish it off, she wore white gloves to match the set.

"…Miruko," The woman of light stated.

"I'm not really one to work with other people," Miruko stated with a large smirk, "But this is a special occasion isn't it, little lady?"

The woman remained still as not to push the soldiers into shooting her. Miruko stepped forward and intruded on her personal bubble.

"You're lucky they called a Pro like me instead of someone like All Might or Endevor," Said Miruko, "Though I'm not exactly friendly either."

Even though this was true, Miruko was still a dangerous adversary. She was known as the number one female Pro hero in Japan. Her power gave her extreme strength in her legs, her signature move being the Rabbit Thump. Kicking the ground could cause a miniature earthquake if she wanted, perhaps even giving All Might a challenge.

"How did you know we would be here?" The woman asked her.

"We knew you'd take the bait. A nice student gave us Intel about the Gauntlet and how badly you wanted it. So, we knew we had to lure you and your lackeys in."

A swift strike to the back of her leg forced the woman of light down to her knee's. A soldier came over, pulling out a pair of handcuffs. It didn't take him long to drop his gun, grab her hands behind her back and slap the cuff's around her wrists. They were sealed tightly, almost scraping against her body had it not been for her suit.

"I don't think you guys really needed me for this," Miruko said as she turned around and started to walk away, "Call me again if something happens. I gotta go and-"

"Collect your check?"

Miruko stopped with her shoulders perking up, turning around to address the villainess's words. She could have simply left and been done with the job, but curiosity told her to stay. She slowly walked back to the woman cuffed and kneeling before her, believing without a doubt that she was safe to do so.

"What did you say?" Miruko asked.

"I said you gotta go and collect your check," The woman confirmed, "That's what it's all about, right? Forget saving people or doing the right thing. What _really_ matters is the money you earn. Appearing on talk shows is worth way more of your time than assisting your fellow hero against a super villain. Making money is way more important than _why_ you're making it."

Miruko was clearly offended, beginning to get steamed, "You don't know me at all, lady."

"I know that you bathe in your fame and glory. Men fall in love with you, and Women want to _be_ you. Yet rather than use that inspiration to change the world, you use it to get onto talk shows, merchandise, and movies," The woman leaned closer to Miruko, "You're not a hero, you're a goddamn celebrity."

Miruko was angry now, kneeling and nearly bumping heads with her new enemy. It was hard to figure out if she was offended because her assumptions were off, or if she was right, "Who the hell do you think you are to say something like that?" Miruko spat at her.

The woman simply straightened her back in response, the sound of metal clanking against the ground. She lifted her hands from behind her back, finding that the cuffs were no longer attached. Her palms glowed a terrifying light as Miruko's eyes widened in shock.

"My name," the villainess said, "Is Lumina."

From Lumina's hands, massive explosions of light escaped as a wave of energy, knocking the participants of the room off their feet. Even Miruko found herself flying backwards, having been the closest to the small explosion. Lumina jumped to her feet, turning her body at an angle with her feet planted on the ground. The guards over Otto turned their guns unto her, but she managed to fire first and slam them into the wall. Finally, Otto's eyes recovered from the flash grenade and he used his metal arms to lift himself up, hovering over the ground.

Miruko recovered onto her steel toed feet and glared at Lumina with a growl. Pushing off her heels, she erupted off the ground and left the concrete broken and ruined. He body flew across the room at blinding speed. As she closed in on Lumina, she twisted her body and threw a round house kick to her head. Lumina was able to lift both her arms in time and block the attack, but Miruko's strength was still too much, and it send her skidding across the ground. Miruko charged at her again, this time her enemy chose to dodge repeatedly.

"Come on! Isn't a Rabbit's foot suppose to be lucky?" Lumina mocked, "Or are you just a Bunny Wabbit?"  
Her cutesy voice angered Miruko as she increased her attack. Primarily she fought with her feet, being that they were her strongest assists. She brought her powerful heel down on Lumina, who dived under it and grabbed her by the ankle. Using her momentum, she slammed the hero face first into the ground and created a small dust cloud. The victory didn't last when Miruko pushed off her hands and kicked Lumina straight in the stomach. She went flying and crashed into the wall across the room. Had it not been for her armor, the attack would have been much more painful.

Metal clanked against the ground as Otto charged at the Pro hero, swinging his mechanical arms at her. She put in little to no effort in dodging, for he lacked the speed to match. A single kick to the side sent him to the ground.  
Miruko positioned her arms at her side and started to stomp her right foot repeatedly against the ground. As her speed picked up, the building had begun to shake vigorously. Otto was unable to remain on his feet nor keep his metal arms against the ground. Lumina however jumped into the air and used light energy from her palms to stay afloat, avoiding the artificial earthquake entirely.

"Otto! Shut your eyes!" She shouted as Otto didn't hesitate to listen. Her suit charged with light and began to illuminate in the corner of the room. She removed her helmet, releasing the light trapped inside. Miruko couldn't see her face, only the scorching energy that filled the room. It caused her to cease her stomping, just long enough for Otto to extend his metal arm and trip her. As Lumina touched the ground, she put her helmet back on and launched herself into the air, crashing through the nearest wall with a strong blast. Otto carried himself with his four arms and followed her through.

By the time Miruko managed to recover her vision, the room was empty of all things except the soldiers and herself. The villains she was paid to catch were long gone, having just escaped their grasp. Naturally, it pissed her off that this villainess had managed to escape her after insulting her image. She won't lie, however, some of what she said got to her.

"Regroup at the station," Miruko said with a hint of aggravation, "We should tell the chief what happened."

…

On a roof far away from the safehouse, Lumina and Otto finally stopped and rested with large gasps. While they had managed to escape the clutches of arrest, it was still far too close for comfort. There was a chance that a few bones had been cracked or broken given the pain she felt in her chest. The night was supposed to be a stealth mission, she hadn't planned for a full-blown fight. Had she brought more of the team's muscle, perhaps it would have been easier.

"They likely moved the Gauntlet hours ago," Otto said, sounding out of breath, "The whole thing was one big trap."

Lumina leaned against the edge of the roof, looking down at the city below. Civilians down below were greeting one another and walking out of stores with bags of products. Everything was good for them, not even one had a care in the world, they didn't care about any of the world's dangers.

And it made her angry.

"Dammit…" She muttered, "Dammit!" She clenched her fists at the raise of her voice, "We were played!"

"We'll try again," Otto reminded her, "We'll get the Gauntlet."

"Will we?!" Her voice cracked, clearly in distress, "I should have just taken that Gauntlet from Norman when he first got here! How could I ever trust a villain to do the job without letting his stupid ego get in the way?!"

Otto almost felt offended, but chose not to let it fuel his emotions, "I'm a villain too."

"Are you?" She questioned, "In their eyes, maybe. But you use your head, you plan your moves so that you achieve your goal. You care if destruction occurs, because that's not what you want. You have a goal and you chase it, assuring that it's _all_ that happens. But _villains_ do whatever the hell they want without a care in the world because of the rewards that come from it! Now tell me, does that describe this worlds _Villains_ or _Heroes_?!"

She was panting now, her heartrate increasing with each word. Seeing her distress, Otto retracted his mechanical arms and held her by the shoulders, "Lumina, relax. You need to breath slowly."

It took her a moment, but she finally managed to slow her heart rate. Her chest moved in and out as her shoulders followed the same pattern going up and down. Lumina's fingers shoot and twitched from the pure adrenaline, tears coming out of her eyes and leaking against the inside of her helmet.

"Trust me, I know how the others are," Otto said, "Why do you think I formed the original Sinister Six? I wanted to use them to achieve my goals. They were so easily manipulated by a few promises of money and power. Me? I wanted to show the world a new perspective, why people are the corruption of society. And at every turn, a hero stops me because he only see's-"

"A villain," She finished, "Not the man."

"Or the woman," He added, "I know you want to show them a new perspective. To do it on such a scale, we need the Gauntlet. Don't lose sight after _one_ setback."

In a rush of emotion and vulnerability, she hugged him slightly. Admittedly he was surprised but didn't hesitate to hug her back. Out of everyone, he was the only person she brought to this world that she was able to open with. Otto was the only person who understood the kind of person she was as well as her morals. He was someone she could trust, the only real one she could trust.

Letting him go, she cleared her throat, "I'm going to return home. Get some rest Otto."

She leapt off the roof and used her Quirk to hover away, letting Otto watch her vanish with a smile.


	19. Flaw in the Law

It was an old wooden building, barely standing after years of use and decay. Ironically, this made it the perfect place to hide, the perfect spot for operations. The city had scheduled the old apartment complex to be demolished over 5 years ago and still haven't gotten around to it. Perhaps they want a battle between heroes and villains to accidently destroy it for them, and they forgot about it ever since. Either way, it was no longer the empty husk it used to be.

Each room now served a different purpose. The top floor is where his men slept, talked, bathed and everything else. The floor below it was used as the offices for his head men, and one specifically for himself. The bottom floor and basement stashed all their weapons, drugs and supplies they needed to get themselves off the ground.

Tombstone strapped his gun to his belt and hid it with the jacket of his fancy new suit and tie. In the background of his office was classical piano music playing on the radio he acquired from one of his 'jobs'. Occasionally, the music would dive down an octave, changing its pace to keep the drama alive. It was a nice metaphor for how he chose to live his life. Rolling his neck, he picked up a folder full of images and examined them. Many of them were photos of men, likely with a woman he shouldn't be. He smiled, feeling the power inside little sheets of paper and ink.

"Boss," A man approached his office, the door already open wide, "The boys are ready."

"Then get to the streets," Tombstone said, "Impose our will on the city just as I did with New York," He placed the folder back down and held his hands behind his back, "Don't try to cop out on what we earn, bring all the money you acquire back here. _All_ of it."

The man nodded and left the room.

After his men had left in their subtle black cars, Tombstone took the time to walk on the streets of the city. Unlike back home, his appearance didn't matter as much to the people. In fact, more than once when he explored the area, he saw someone who's quirk altered their appearance. He didn't feel as though he stood out, and very few people eyed him because of what he looked like. Despite his goal to strong-arm the city, he actually felt as though he belonged in this world of freaks and superpowered outcasts.

Yes, this will be a nice place to call home.

…

The door to the Midoriya household opened slowly for the guests of honor. Peter held May up by wrapping his arm behind her back. She was still weak and frail from the attack yesterday, but the hospital decided she was strong enough to be discharged. He kept their pace slow as he brought his Aunt to the couch and gently set her down on the largest cushion. She gasped faintly, glad that she could relax her old muscles. He smiled, happy to see her out of a hospital bed and dressed in normal clothing. It was so much that he had almost forgotten just how much was different now. She knew his secret, which meant that everything would change now, even just a little.

"This is a very nice place," Aunt May spoke as she let her shoulders sink into the couch, "Do you enjoy it here?"

"I do," He answered, stuffing his hands into his pockets, "Izuku and Mrs. Midoriya take good care of me. There's also a superhero that comes by regularly, she's our body guard against my enemies."

"I do hope that she's nice."

Peter sat down next to her, arching his back forward as his fingers locked together and rested on his lap, "Overcast, or Mayume, is not only a good hero, but a good person. The first day she showed up, she brought me and the entire class to an arcade _just_ to make me feel better."

May sat forward, taking another look at the house. Some of it reminded her of home as she saw the many pictures on the walls. They were all Izuku and his mother smiling or posing in many locations over the years. What she noticed about these pictures was the lack of a father figure. If his mother had been raising Izuku for most of his life and all on her own, then she had already respect her without having to meet.

"Where is Mrs. Midoriya?" May asked.

Peter straightened his back and rolled his shoulders, "She's running a few errands. She'll be back soon, it gives you some time to settle in."

May then stood from the couch, earning a look of concern from Peter as he hovered his hands over her shoulders. She gave him a gesture to stand down, assuring that she could stand on her own. Though slowly, she wandered around the room and examined the contents carefully. Eventually, she stopped at a picture of Izuku and his mother that rested on the wall. It looked recent, if not taken a few years ago. Both Izuku and Mrs. Midoriya looked very happy and seemed as though they got along well.

"Does she worry for Izuku?" May asked without looking at Peter, instead keeping her eyes trained on the photograph, "He goes to that school, yes? Does she worry about what will happen to him?"

Peter let out a quiet sigh and stood next to her. He examined the photo with her, listing all the little details he could find. The two of them seem happy together, despite it only being the two of them.

"They remind me of us," May stated, "It seems as though it's just the two of them. A woman trying so hard to provide, and a boy with dreams so large."

"And a missing father figure," Peter added, "I noticed too. I never asked about it because I didn't want to intrude on something so personal."

"We all have our secrets."

Peter's shoulders slumped, "I'm sorry I never told you."

"Don't be," She said, "I understand why you did. You wanted to protect me from your enemies."

"It's more than that," He said, leaning against the wall as his eyes became glossy, "When I did wrestling, a man had robbed the ring. I could have stopped him, but I decided it wasn't my problem. That same man killed Uncle Ben. I was dressed as Spider-Man when it happened so …I thought if you knew…you'd blame me too."

She quickly brought Peter in for a hug, putting a hand on the back of his head and stroking his hair gently, "Peter Benjamin Parker, I could never blame you for what happened. You made a mistake, yes, but you've done so much to make up for it. So many people have been saved because of you, because of Spider-Man. I don't blame you for what happened, I'm proud of what you've become."

Smiling, he hugged her back gently as not to hurt her further. His secrets were like chains that hung from the back of his neck, weighing him down with each step. However, now one by one the chains have slipped off and allowed him to stand up straight. He felt stronger now than he ever has before and better now for it.

Letting go of the hug, May wiped her nephew's tears off his cheeks, "These people have allowed us into their house. That's very kind of them, isn't it?"

He sniffled, a big grin on his face, "We should do something to repay them. Maybe clean the house?"

"You read my mind."

…

A few hours had passed, and the sun was high in the air. Izuku was waiting at the entrance of the school for his mother, who promised to pick him up today, so they could greet their new guest together. He stood there holding the straps of his backpack, pushing onto his toes whenever a car drove by that happened to look familiar. He was nervous, but also excited to meet the woman who brought Peter up and taught him right from wrong. Perhaps there was a chance he could learn something too.

Coming up behind him was Totoroki, having not noticed Izuku standing there until he reached the entrance. Normally Izuku was gone by now, so it seemed strange to see him there. The green haired hero had caught his eye since the USJ attack. When All Might was in peril, he had moved faster than the human eye to try and save him. His power and passion were curious, enough to earn his attention.

"Midoriya," Totoroki said as he approached him, startling the short teen.

"Totoroki!" Izuku said with surprise, "H-hey, what's up?"

"What are you doing?" He asked.

Izuku twiddled his thumbs, looking back at the road for a moment, "I'm just waiting for my mom to pick me up."

"Don't you usually walk home?"

"We're gonna meet Peter's aunt together, so she wanted to give them some time to talk first. She's just picking me up for convenience."

Totoroki didn't think much on Peter, in fact he had almost forgotten that he was here at the school when it was attacked. Most of the news had covered the USJ attack, so not everyone was well informed on what happened here. All he knew was what Overcast had told them, even then she didn't elaborate on much.

"Right …how is he?" He asked slowly.

"He's doing better. His Aunt is gonna be ok too."

"That's good," He paused, then walked down the sidewalk without so much as a wave goodbye, "See you later."

Izuku waved to him, even though he didn't receive a response. The interaction was strange, but he decided not to worry too much about it.  
A car pulled up to the sidewalk where he had been standing and the driver window had rolled down. Izuku's mother, Inko, was in the driver's seat, "You ready to go?" She asked.

"Mhm!" he exclaimed and climbed into the back seat, quickly buckling in as she started to drive down the street.  
"How were your classmates after yesterday?" She asked, "I can't imagine everyone has already made a full recovery, emotionally I mean."

"It's a process," Izuku answered, "But they said despite the attack that they still want to proceed with the Sports Festival."

"Really?" She said in surprise, "Are they sure?"

"Mr. Aizawa said they want to continue with it to show people they aren't going to be scared into a corner."

Inko sighed and continue to drive. It sometimes bothered her with how the school handled their students. Each day the hero's class is put through dangerous training and its brushed aside like nothing. Some of these students should be allowed the time to recover emotionally as well as physically. Becoming a hero isn't an easy task, she understands this. What still concerns her is what will happen to them when they are pushed too far. True, they will be heroes someday, but right now they are still just kids.

Inko pulled into her parking spot and switched the gears to park, leaning back and looking at Izuku, "Are you sure you want to do the Festival? If you aren't feeling up for it, just say so."

"I want to do it, mom," He assured, "I can't be afraid."

"…Ok," She gave up, "Let's go meet our new guest."

Inko trailed behind Izuku as he excitedly made his way toward the front door of his home. While she had a smile on her face, her mind still weighed itself with thoughts of worry. As proud of Izuku as she is, there are still the thoughts of his injury or death in the career he chooses. When he had finally gotten his Quirk, she was so very happy for him. Finally, he was happy with himself again just like when he was a child. Even though she was proud of him, she was also scared of what may happen that is out of his control. Heroes die all the time, and she doesn't want Izuku to be one of them.

Opening the door wide, Izuku entered and announced himself with joy, "We're home!"

Immediately the Midoriya's were caught off guard. As they entered their house, spotted there was Aunt May and Peter sitting on the couch as they talked. The room around them had been cleaned thoroughly. Countertops were wiped down, the floors were mopped, and items were put away in their proper spots.  
"What… happened here?" Inko asked with a bit of laughter in her words.

Peter turned to face them, then jumped up from his spot, leaping nearly halfway across the room to greet them, "We wanted to thank you for letting my Aunt stay here with us, so we decided to do a little cleaning."

Aunt May stood from the couch and brushed herself off, slowly making her way to the front door, "You must be Mrs. Midoryia," She assumed.

"Why, yes I am," She smiled brightly and greeted the older woman, "You must be May Parker. It's very nice to meet you. You can just call me Inko."

May was taller than Inko but only by half a foot. Despite the height, Inko didn't feel small or inferior around the gentle old woman. According to May's posture, she already felt rather comfortable around her and Izuku, likely because of what Peter may have already told her about them.

"You really didn't have to do all of this," Inko said, "After everything you and Peter have been through, you should be allowed to rest. Especially you, May, deserve a little rest after the attack."

May playfully scoffed and waved her hand, "As long as these old bones hold out, I won't become lazy just yet," May grinned, "You and your son deserve something after all of the kindness you've shown my nephew."

Inko smiled, seeing that Peter indeed inherited his stubborn nature from the family tree. With the house clean, that was once less chore she had to take care of today, perhaps even for a few days considering the work they did. She was a hard-working woman despite her age, there was an instant respect about it.  
"Since you'll be staying with us," Inko said, "We can set up a spot on the couch for you until I can buy a new mattress."

"Oh don't worry about that," May assured, "The couch will be just fine."

…

The night came fast as everyone had settled in on the couch. The only light in the room came from the television playing in front of the makeshift family. Two blankets were what kept everyone together and warm, with the adults on the couch and the teenagers sitting on the floor just in front of them. An action movie was playing on one of the many film channels. The teens hands were covered in butter from their popcorn bowl, carefully analyzing when the other would take a handful as not to disrupt them. Izuku and Peter were far more into the story than May and Inko, but they still enjoyed their enthusiasm. May was close to falling asleep now, but the others didn't seem to mind since the couch was where she was sleeping anyway.

Izuku nearly choked on his popcorn as the actor on the screen jumped across the buildings and crashed through a window, as a flying ship raced by. The character charged across the room and leapt through a second window, landing on the ship abruptly and disrupting it's flight pattern.

"I can't believe he survived that!" Izuku said aloud, "He could have fallen, or the glass could have killed him! His agility quirk doesn't protect him from that!"

"No but that isn't gonna stop him," Peter added, "He knows that his quirk won't protect him, but he's determined to do the right thing. Sometimes it's not about what you _can_ do, but what you _should_ do. Pretty sure that's the message of the movie."

Izuku focused on the screen again, stars in his eyes and full of inspiration, "So cool."

It was Peter who picked the movie for that night, and for good reason too. The description was promising, talking of a man who was framed as a villain, and had to become one publicly to do the right thing. Even if it meant destroying his image, he knew others would live if he did so. It was a film grounded more into reality, rather than just a strong hero stopping the bad guy. They talked about the grey area of doing what's right, something Spider-Man found himself in rather often.

Eventually, the popcorn bowl had been emptied, leaving the hungry boys with nothing more to munch on. They couldn't do anything at that moment, not until a commercial came on. Inko eyed the bowl and readied herself to get up and grab it so she could put it in the sink to be cleaned later. Till then, she simply watched Izuku and Peter react off each other. It was fascinating just how similar they were, not just in personality. Both lived in a two-person household, working hard to look after their guardians, and they both wanted to be heroes. And yet they were still so different in experiences. Izuku was so innocent, knowing what's right and wrong and sticking with it. Peter, however, clearly has seen a lot of darkness during his time as Spider-Man. Despite his joking nature, he was rather mature for his age, perhaps more mature than a child should be. Maybe that's why he chose this movie, to subtly show Izuku his viewpoint, that doing what's right doesn't always mean following the rules.

Finally, the movie came to a commercial, awkwardly fading to black quickly as the first Ad came on TV for some soda drink they hear too much about. Inko got to her feet and handed her half of the blanket to May, "Let me get that for you," she said, grabbing the popcorn bowl and moving around the couch, headed straight for the kitchen.

"I'll help you wash it, mom!" Izuku shouted, quickly jumping to his feet and leaping after her. It was just Peter and May now, left to laugh at Izuku's awkward body language that well mirrored the young arachnids.

"We can watch the news until the commercials are over," May suggested.

Shrugging, Peter grabbed the remote from the armrest of the couch and held it in his hands, trying to see the buttons in the dark, with only the light of the TV to guide him. Eventually he found the channel buttons and switched It to the news network, "I'll be so upset if we miss something important," He said.

May watched the news with intrigue, much of it usually focusing on the heroes in the city. You couldn't go anywhere without something or someone talking about superheroes and how great they were. Signs, billboards, talk shows couldn't keep in their excitement about the costumed saviors. Currently, the news was interviewing Mt. Lady as she had just finished stopping a bridge from collapsing by growing large enough to hold it up. She was covered in dust and a few tears were left on her costume, but she was otherwise fine. Men in the background were clearly fawning over her, but she didn't seem to mind.

"Don't let her flirty attitude fool you," Peter said, "She mostly does it for the attention, but she has a good heart. Helped save you back at the school in fact."

"Did she now?" May asked, looking more intently as the hero as the camera zoomed in on her face, "She's quite the beautiful young lady."

"She …is," He said awkwardly, "Has a habit of giving mixed messages, though."

The interview ended with Mt. Lady giving a wink to the camera and blowing a kiss at it, then it cut to the next segment. The reporter on sight started to talk about the sudden rise in crime as of late due to a rumor about a new crime lord. Peter had at first assumed they were describing the League of Villains, who had attacked the school and the USJ just days ago.

Instead, however, they talked about increased drug trade and criminal outbursts. The only evidence they had to go off was the rumor of a new Drug Lord on the streets, increasing sales and consumption of illegal substances. It hit a nerve, even if only slightly within Peters cells. He's known friends, people close to him who consumed drugs and substances and it turned them into monsters. Norman, Dr. Conner's, and others lost themselves because a strange drug was their only hope. He wished he could do something, but he felt so trapped by what everyone has told him.

Everyone wants him to sit and stay.

"You want to do something, right?" May asked as Peter turned his head to her, "You have that look in your eye, the same one you always have right before you come up with some excuse to leave and be Spider-Man."

"…What should I do?" Peter asked.

May sat forward and let herself gently fall to the floor next to him. She wrapped her arm around his shoulder and held him close, kissing his head and staring at the screen, "What do you _think_ you should do?"

"Everyone, friends and heroes alike, would tell me to stay out of it."

"But what do _you_ think?"

Peter thought on this, words from Kendo racing back into his brain. He knew that if he did nothing, then nothing would change. If he did something, anything could change whether it be good or bad. If that was a risk worth taking, why did he hesitate?

Time passed, the movie had finally come to an end. Everyone had gone to sleep at the late hour of 11:43, and it wasn't until midnight when Peter was sure Izuku had fallen asleep. His back was already strapped over his shoulder with his suit hiding inside. The only thing he could locate were his web shooters, which he had briefly taken off to shower before bed. To avoid making noise, he crawled on the ceiling as he made his way to the living room, trying to see through the dark of the early night. Where are the, he wondered. Why couldn't he find them?

Just then, a small flashlight shined on him, as Aunt May was standing there with a blanket over her body. She was grinning at him, as though she had seen this coming.

"…You have them, don't you?" he asked, skipping right to the point of the conversation. Just then, she held up the pair of web shooters, clutching them between her fingers. He carefully let himself down and took ahold of them, equipping the devices to his wrists.

"What am I supposed to say if they wake up and find you aren't here?" She asked, "I thought you said that you always need an escort until these villains are gone."

"Use one of my many late-night excuses I've given you," he suggested, "One of them is bound to work.

"You want me to lie?" May questioned, "After all they've done for us? Wouldn't they understand?"

"That's a question too dangerous to answer," He stated, "Now you know what it's like to be me. Please, Aunt May. I'm not going far, I just …need to think. Swinging through the city always helped to clear my head."

Sighing, she patted his shoulder, "Don't be too long."

He nodded, walking to the window and opening it slowly, looking back at her just once before leaping into the night.

…

The wind was blowing gently that night as Spider-Man swung through the city with a backpack over his shoulder. Normally he'd be making jokes as he swung to prepare him mentally for whatever he may come across, or he'd be talking out loud to cope with whatever he was feeling at the time. Tonight, however, he couldn't bring himself to do it. Spider-Man could only swing in silence as thoughts raced through his brain, as words invaded his private mind.

 _"_ _You can't go out and fight villains. You don't have a license, so going out there would be illegal."_

 _"_ _Do me a favor, Parker, get out so I don't have to see your silent whining."_

 _"_ _We cannot always control how we impact other people. We are heroes, and there will be danger all around us every day."_

 _"_ _That's the way the law works."_

 _"_ _If you go after these villains and cause harm to them, the Police will have no choice but to arrest you. Please …don't do anything drastic."_

He landed on the roof of a small building after a powerful swing. He remained perched where he landed, squinting his eyes under the mask. This isn't the first time someone has told him no when he knew what was right. He's been told something similar for a long time, whether it be a bully telling him he'll never amount to anything, or a villain telling him how pathetic he is. Peter has always done what's right, even if it costed him everything. Taking a deep breath, he stood up and started pacing around the roof just as it had begun to rain. His costume soaked and stuck against his skin, making him shiver slightly as he held his arms together. The rain of the night began to remind him of another night, another event.

He leapt down into the nearest alleyway. The scene was almost too familiar, a puddle of water tinted by blood, a man who begged for his life as the amateur wrestler held him by his shirt. " _There's no where on earth you can hide from me!"_ He remembers saying. When he removed the killer's hat, it had been the same man he let escape earlier that same day. But when he looked past him, all he saw was his own reflection in the puddle. The image of the man truly responsible.

Spider-Man walked over to the lonely puddle and accompanied it with his own reflection. He wouldn't dare remove his mask to see the criminal underneath, it was better to keep his two worlds separate, a task near impossible in this world. The moment his worlds collided, people had begun to get hurt. Fight as he may, he can't protect everyone from his mistakes.

A sudden ringing in his head told him to turn around, as the presence of a powerful figure entered the alleyway. He turned around defensively, seeing a woman with a cloak over her head. Under the cloak was the woman wearing armor, with yellow glowing eyes coming from her helmet.

"Hello, Peter," Her voice sounded strange, like it was being distorted somehow, "It's funny, I do that too sometimes."

At this point, he stopped questioning when someone knew who he was and just went along with it, "Do what?" He asked.

The woman leaned against the wall of the building with one hand, looking up at the rain, "Use my powers to wander the city. It's …peaceful."

Spider-Man kept his distance, not wanting to start anything if he didn't have to, "Who are you?"

She looked him dead in the eyes now, "You know who I am."

It had only taken him a moment to work out what was going on, and who had come to see him as such an hour. Rather than freaking out, or even attacking her, he decided to remain passive and see what she wanted. After all, she never seemed 'evil', "You're the one with a Light Quirk."

"Call me Lumina," She put a hand to her chest, gesturing her identity, "I've been watching you since you got here. A bit much to use the school as a cover, isn't it?"

"I reacted on instinct, I was in too deep already. Besides, it gives me good connections."

"I bet so," She walked closer, picking up on Spider-Mans nervousness, "I'm just here to talk, Peter. No deals, no attacks, just talking. Is that ok?"

"You're _asking?"_ He scolded, "I thought villains just took what they wanted."

"They do," She answered, "Maybe I'm not 100% villain." From her posture to her body language, back around to her tone, she sounded so sincere when she addressed him. His spider-sense hadn't gone off again just yet, but that didn't mean he was letting his guard down.

"I'm sorry you're caught up in all of this," She continued, "I really am. You're a sweet kid, and you don't deserve all that's happening, nor what may come."

"Why do you care so much about me?"

"Because I _get_ you," Lumina stated strongly, "I get wanted to do the right thing, even if it destroys you."

"Is _that_ what you're doing?" He scoffed, "The right thing? The Green Goblin attacked the high school!"

"I didn't want him too," She reminded him, "Just as I didn't want him to hurt you. I have a goal, and he strayed from it for selfish gain. The only people who get hurt are those without a chance to be saved. I'm trying to keep the collateral to a minimum."

Spider-Man backed up, clenching his fists tightly, "Get to the point already."

She sighed, backing up as well, "I don't have one. I just wanted to tell you I'm not a bad person. I recruited the villains to use them as pawns, stepping stones. Any trouble they cause is on me, and I'm sorry if they've… _that_ they've hurt you. I'm just …sorry."

There was nothing more from her as light erupted from her hands and launched her into the cloudy sky, leaving Peter all alone to wonder. She had no end goal here, no promise of a better world, no partnership to offer. All she wanted was to not be the villain.

Now the questioned remained if she really was one or not.

Webbing up to the roof, he sat down on the edge and held his knees to his chest, contemplating all the thoughts in his mind. Looking back, he realized that she was right. When the Goblin attacked him, she had nothing to do with it. In fact, the first time was when she had saved him, scolding the green monster right in front of him. She didn't act like the traditional villain, but more like another he knew. Much like Otto Octavius, she seemed to have a goal in mind and didn't want collateral to be caused. For her, though, it seems she doesn't want to hurt _anyone._ If the villains are pawns, then what game is she playing?

Quite some time had passed, at least an hour or so of sitting in the rain and thinking. He had already developed a sniffle, signifying a cold was already settling in. He had at least removed his mask and protected it under his legs to remain dry, but he still allowed the water to drench the rest of his body. The whether always seemed to fit exactly to what he was feeling, perhaps mother nature really did have a sense of humor.

Looking at the street below, he saw two black cars driving by with tinted windows. A tinted window was always the first sign, the second being the license plate, which both cars seemed to be missing. Criminals always try to hide but end up making it so obvious.

Screw it, he thought. Damn the laws to Hell where they belong.

Putting on his partially wet mask, he leapt into the air and swung after the cars, using the cover of the rain to stay hidden up above. His eyes remained glued to the front wagon, leading the others on through the streets. Finally, they pulled into a clearing between several buildings. It was littered in trash and garbage bags, most of the window lights off for the sun's departure. Spider-Man stuck himself to the closest building and watched the people below get out of their cars with briefcases. He crawled closer on the wall, trying to get a closer look through the rain. One of the men placed their briefcase on the hood of their car and revealed bags of powder inside. Drugs, specifically the illegal kind.

"Straight from Tombstone himself," The man said, "I guarantee it's legit."

"This 'Tombstone'," The other man questioned, "Is _he_ legit?"

"Scouts honor."

The arachnid couldn't make much else of what they were saying, but it was more than enough. Tombstone, of course he was behind the increase in drug trade. He likely came here with the others thanks to Osborn and saw the city as a golden opportunity. This was all the motivation he needed. No second thoughts were required when he jumped down to greet them.

"Is that the sugar I ordered?" Spider-Man asked as he landed with a small splash, startling the crooks, "About time! Grandma is making cookies and boy is she good at it!"

"It's a hero!" A man shouted as he pulled out his gun, "Kill him!"

"Fine, but grandma is going to be so disappointed. Last time I invite you guys for desert, sheesh."

Just as they started firing off their guns, Spider-Man leapt into the air and webbed their weapons up, throwing them all to the side.

"Screw it! Use your quirks!" One said, igniting his arms in green flames and charging at him. Spider-Man relied on his instincts and dodged each attack, barely able to avoid the singe. Part of the costume's torso was ripped thanks to the burning temperature, but otherwise he was fine.

"Hey thanks for warming me up!" he said as he continued to dodge, "I was starting to catch a cold. You're so considerate, want me to save you a cookie?"

Performing a backflip, the heel of his foot collided with the man's jaw and sent him to the ground with a thud. The others came at him all at once, the perfect bait and trap opening. Jumping straight up and twirling, he shot down multiple web bullets and stuck them all together into one massive ball. As he landed, he shot out several strands and started to tug on them, "The Olympian goes for the swing!" he shouted, swinging them around in a circle, "He makes the throw, and-!" Releasing them, the ball of webs crashed into the nearest wall and stuck the remaining criminals to it, "He breaks the world record! Woo!"

Spider-Man started running around in circles, cheering to himself. For just a moment, he felt happy again. Being in costume and stopping crime made him smile under the mask even though just a moment ago he had felt distraught. Stopping in his tracks, he looked at his reflection in the puddle below. It was brief, but for a moment he didn't see a murderer, nor did he see a screwup. He just saw a nerd in a costume.

The drugs became apparent in his mind once again as he approached the open briefcase with curiosity. Tombstone wants to bring his business to this world, assuming there would be no obstacles. He didn't count on a nerd in a costume. Just as Peter didn't count on Lumina, who had been watching him from the rooftop above, a smile bright on her face.


	20. The Trial

One week remained until the coming Sports Festival. Everyone's vibe had become upbeat in their own ways, even Bakugo as the calmest of the class turned competitive. Everyday during homeroom, all the students could do was talk about the event and how they were preparing for it. In fact, some were almost getting _too_ worked up, slipping in turning in homework after spending so much time training after school.

Peter, however, was not one of these people.

"That's not fair!" Mina stood up and exclaimed, pushing the palms of her hands against her seat. The homeroom class looked between her and their instructor, Aizawa. Their gaze lasted longer on him, due to being wrapped up like a mummy thanks to the injuries he sustained from the USJ attack. Peter could only hide his face in embarrassment, "Peter should be allowed to compete just like the rest of us! Why are you only telling us this now?!"

"It took this long to make the decision, Ms. Ashido," Aizawa said almost emotionless, "Since Mr. Parker is not an official student here at U.A High, he cannot be allowed to compete in the official events."

"But, but-" She stuttered, "He should still be allowed to be apart of it after helping to save the school!"

Much of the other students murmured in agreement, only now making Peter reveal his face again, as red as it was.

"We did discuss that," Aizawa noted, "Mr. Parker is permitted to participate in the half-time events since those have no impact on the main challenges. However, due to the rules, he still won't be allowed to join the rest of you in the Festival."

Mina slumped back down, her forehead resting on the table as she groaned, "That's so uncool …"

"It's fine, Mina," Peter reassured her with a bright smile, "I'll just look forward to watching everyone perform. You'll all be great!"  
Mina looked back up at him, smiling with her eyes half open from exhaustion. Much like the rest of the students, Mina had been working hard to prepare for the festival, which meant many late nights of training and perfecting her Quirk. It was easier for some people than others, since certain students were stronger than others.

"Just you wait, Peter!" Denki gave a thumbs up, "I'm gonna blow straight through to first place!"

After his comment, Kyoka chuckled and scoffed his direction, "That's if you don't fry your brain again first."  
The other students laughed along at her joke, despite Denki trying to argue at her. It didn't seem like anyone was going to listen to him, so he eventually just shrugged it off. Even Peter found himself laughing along, much to some of the others surprise. Tokoyami found himself smiling when he saw him laughing and smiling with the others. Ever since the verses class prior to the USJ attack, Peter had seemed troubled and hurt. Recently however, something had changed with his overall mood. It was like he had found a piece of himself, like he was whole again. At least comparing to before, he seemed much happier. Perhaps having his Aunt here helped to improve his mood, it's the only thing he could think of at least.

Todoroki, however, felt a little different. While he recognized his mood to have improved, he also saw something else underneath. It was as if Peter had gained, or regained strength he didn't have before. He would walk the halls a little more confident than before, and he was blowing through the Hero Class with flying colors of red and blue. What could have occurred to give him this strength, and just how much stronger has he become?

Lunch time came around as usual, everyone had gathered to receive their daily meal. Normally, the same groups of people gathered at each table, except one group was missing a member. In recent days, Izuku and his friends found Peter absent from the lunch room entirely, and they never received the same answer whenever they asked. Rather than consuming burgers and fries with his friends, Peter took his food and rushed out into the hallways, finding himself in the Development Studio where many of the Hero Class students go for costume repairs or upgrades.

Without constant access to Tony Starks nanosuit, Peter knew he had to get creative.

The room wasn't empty unfortunately, as he discovered on his first day trying to sneak in some work. Mei Hatsume was another student who spent much of her free time hidden away with the rooms many tools and trinkets. Telling her that he needed to work on his suit would require paperwork, as it turns out one needs to file for permission to alter a costume dramatically. He wasn't quite doing that, rather making a new one entirely. Peter was a good liar, however, and simply explained that he was inventing for fun much like she did.

Plus, it helped to have a skilled technician in the room if needed.

While Mei worked with her tools on one side of the room, Peter was glued to his chair on the other. In front of him was an array of materials for thin armor. Shoulder pads, leg guards and chest plates could be found scattered across the table. One chest plate was wired with circuits and lights, with a cord connecting it to a laptop that rested in front of him, code running up and down the screen as he typed. Ear buds were plugged into his ears, connected to a small music player that rested firmly in his pocket. Some nice upbeat jazz music had been playing, giving him a sense of peace and concentration.

After some short typing, Peter turned his chair and grabbed a screwdriver, going in to tighten any bolts that connected the circuit board to the bottom piece of the chest plate. Once he had, he stood and grabbed another chest piece, placing it on top and letting it click into place. After screwing the bolts in, he placed one thinner layer before finishing it with the top piece, this one more decorative than the others. He did a similar process to the mask that rested next to it, plugging it in to the same program on the laptop.

While he worked, Mei casually made her way over and watched his creativity at work. His eye for science impressed her, and his skills in inventing almost rivalled her own. Almost.

Screwing the final layer on, he backed up to admire his work. All the plating together rested on top of a purely green one. Small gaps in the plating exposed the green layer in a special design that much resembled that of a spider, much bigger than the usual logo he was used to.

"Can I press the go button?!" Mei shouted excitedly, almost catching Peter off guard as he pulled his earbuds out.

"If you promise not to shout in my ear again, be my guest," He pointed to the computer, the screen showing an input command with the word 'run' ready to be clicked. Mei hadn't hesitated to press it and watch the magic at work.

It took a moment for the loading bar to finish, but once it had, the green layers of the suit lit up with an emerald aura. Peter looked between the suit and the program, ensuring that there wasn't any fault in the code. So far, the visual side of his new creation seemed to be holding. Unfortunately, that was the easy part.

"Sparkly, what does it do?" She asked.

"I chose this material specifically for it's strength and ability to bend without breaking. It makes little to no noise during movement and provides a good amount of protection from stray bullets or knives."

"Fancy," Mei complimented, "What else can it do?"

"If I can pull this off," he smiled at her, "Something nifty."

"I like nifty!" She exclaimed, pumping her fist in the air. He grinned at her, sitting back down and grabbing a small circular piece of metal, with green glowing bits inside. He opened it up and exposed the circuit board, grabbing his screwdriver and beginning to mess with the contents.

"You should have gone into the Department of Support," She suggested, "You've sure got the eye for tech stuff!"

"Well, when billionaires aren't making my stuff for me, I too am Mr. Science Man," He untwisted a screw, placing it to the side, "Can't always wait for others to do it for you."

"Uh huh," She mumbled, placing a hand on her chin, "You can't hold genius back, otherwise it'll just punch you in the face. That or drive you to cry in bed but eh, who's keeping track? What exactly is this for anyway? If you don't plan to wear this as your hero suit, I mean."

"Some personal stuff," He answered, "Can't really talk about."

Mei shrugged, finding the answer to be good enough for her, "As long as you aren't missing out on anything by being here. I'm usually not, that is."

He stopped, holding his hands in place but resting them on his lap, looking up at Mei with a raised eyebrow, "Don't you have friends to spend lunch with?"

"Meh, not a lot of people usually hang out with me, and I don't really care. People are too complicated. Not like you though! You're pretty simple!"

He raised his other brow now, trying to understand if that was an insult or not, "Simple?" He questioned.

"Yeah! For you, good is good, bad is bad, simple! Easy to understand."

Peter looked back down at his tools, gripping his screwdriver tightly, "I guess so. It's what drives me to do what's right, and it's easier when I know what _is_ right."

"Exactly, everyone else is too complicated, that's why I like my metal babies more than real ones!" She plopped her goggles back onto her face, "Welp! Back to work!" Zooming away, she nearly crashed into the pile of failed inventions that she had stacked up over her time here. Peter let out a huff that just barely fell short of being a laugh and got back to work. Each time he finished one of the small circular devices, he attached it to a specified place on the suit, screwing it in as tightly as possible. This pattern continued for the time he had remaining.

…

Her suit rested on the table of the large room. Though the warehouse was large, most of their supplies rested in a single room, the same of which many of them slept, ate and spent their free time. Lumina struggled with the screwdriver in her hand, trying to tighten some of the screws around her helmet. Previous trips into the night had loosened them, though that's more her fault than the suit's inventor. Whenever she used her power, she could feel the suit fighting against her even slightly as it could not fully take its intensity.

Otto Octavius entered through the skylight using his robotic arms, trailing down the walls with a series of clanks. When his feet touched the ground, his mechanical arms retracted into his back, just in time for his body to reach Lumina and see her distress, "Problems with the suit, Lumina?" He asked.

In seeing Otto return, she couldn't help but smile at him. Since their moment of connection during their chase for the Gauntlet, having him here was a joy she cherished. He was one of the few who could understand the way her mind worked, and even challenge it on some occasions, "My powers wear away at the suit a bit. I'm trying to fix it but I'm no technician."

"Well luckily you have me," He said, looking over her shoulder to inspect her progress, "Hm, well you've got the right idea, but simply tightening a few bolts is only a temporary fix. Some rust seems to have formed between the plates, see?" He pointed at a few spots, putting his other hand on her shoulder, "We could apply some oil to loosen it, otherwise a new material might be in order."

"I assume that genius brain of yours has an idea or two?"

"Or seven."

"Oh, very specific," She looked at him with a grin, lowering her eyelids, "Maybe you're just trying to _sound_ smart."

"Must I prove myself?"

She playfully patted his check with her hand, leaving his presence and stepping away from the table, "Fix the suit and that'll do it."

He chuckled, grabbing the screwdriver she had left behind, "Yes ma'am."

Lumina laughed to herself as she strolled away from Otto and moved to the couch and TV placed in the other corner of the room. Quinten Beck had been sitting there like usual, taking notes of what he was seeing on TV. On his notepad were bullets broken up into sections, noting different aspects of the heroes and villains shown on the news. Out of all the people she recruited, Quinten was the least dangerous. His entire shtick was based on movie and theatre effects, tricking people with illusions and parlor tricks. Most of the time he never actually hurt anyone, rather manipulated them to get his way. He was another she respected as he did not view himself as a villain, more a trickster.

"Jot down anything good?" She greeted him, leaning on the couch.

"Been seeing some stuff about a villain called the 'Hero Killer'," Quintain answered, not looking up from his notebook, "So reckless, no awareness of his image. He's just killing heroes and calling it justice."

"How do YOU know that? I doubt the news even knows that much."

Quintain hadn't answered, in fact he stopped taking notes and slumped down, avoiding eye contact entirely. The signs were clear enough for her to catch that he was hiding something from her, and she didn't like when her co-workers withheld information, "Quinten, what are you not telling me?"

His shoulders slumped in defeat as he lifted his body up to face her, turning himself on the couch cushion, "That guy from the 'League of Villains' was talking about it."

Crossing her arms, she stared him down with an eyebrow raised. Of all the people to hear this from, she had hoped it wouldn't be the League of Villains. They were reckless and dull but making a deal with them was the only way to keep them off their backs after Goblin couldn't hold up his end of the bargain. Had he not gone behind her back, she never would have had to deal with them, "What are you doing talking to the League of Villains?" She asked.

"They were …here earlier, actually."

Otto turned into their conversation, putting down his screwdriver but not bothering to turn around.

"They showed up a couple of hours ago," Quintin continued, "Said that you needed to start holding your end of the bargain."

"And what did you tell them?" She scolded.

"I told them to come back later. They wanted to recruit some of the other guys here for their little League. They'll probably come back later today."

"You're just telling me this now?!" She shouted, "The League of Villains may be incompetent, but they still a problem I have to deal with. If they want something, it's going to be tough to deny it to them," she put her fingers to her temple, "How many guys did they want?"

"Not sure, but that guy with the hands on his face …he's weird."

Lumina started pacing behind the couch, her legs shaking with anticipation. The League of Villains wasn't what scared her, it was who was leading them. She had only ever gotten a glimpse at him during her first meeting with the group, and he terrified her. This was simply seeing him on a screen, so she couldn't imagine how this man was in person. Making them angry would disturb their superior, which isn't one of the many problems she wants in her arsenal.  
"We can't let them take our members," Otto approached the two, almost startling her, "If they take anyone, one of them may speak about the Infinity Stones. If they do, we won't be the only ones looking for them. The League of Villains can't get ahold of that kind of power, or they would surely abuse it," He waved his hand, gesturing to the building as well as themselves, "We have a goal in mind. We know what we want and know how to avoid unnecessary damage. But _they_ want destruction, to steal the hope of innocent people, the classic villain agenda as well as a dangerous one."

Lumina had since stopped pacing to listen to him. She didn't deny how he was right, but that didn't stop the worry she had felt. If she cannot convince them to back off, finding the Infinity Stones will become less of a quest and more of a race, even _with_ Peter Parker already involved.

"I'll talk to them when they come back," She said softly, "I won't let them ruin our plan."

"Question," Quintain raised a finger, "What _is_ our plan? Or, _yours_ I mean."

She turned around, quickly trying to think of what to tell him. Even with how much she trusted Otto, not even he knew the details of her personal agenda. There were few that she really trusted, "To fix things that are broken, I guess. No one else will, right?"

That answer was enough for him as he turned back to the television and continued to write things down. Otto held Lumina's shoulder gently and let his goggles hang by his neck. She looked at him, not even a grin on a face full of worry. Every time she feels as though she's getting close to something, someone comes along and takes it away. First Mirko, who tricked them and took the Gauntlet from under their noses. Now this League wants to take their resources and run against them for power.

"Are you ok?" Otto asked.

"What sort of material should we use for my suit?" She asked, looking down at the floor.

Otto sighed, putting his hand down against his hip, "Vibranium. It's the strongest metal on our world, but without the Space Stone, we can't open a portal to get there. That's why we need to figure out _where_ they are keeping the Gauntlet."

Nodding, Lumina rubbed her face of stress, "I'll see if I can chase down some leads."

…

Outside of the excitement of Heroic's Class, the students of U.A High still had to take average courses such as English and Math, both of which Peter fancied himself good at. While most people dreaded Mathematics class in general, Peter never seemed to mind it. He was one of the few students with extensive mathematical knowledge, so his friends often go to him for help and tips.  
Their teacher for the class also happened to be a Pro Hero, much like the other teachers in their classes. The Math teacher, also known as Ectoplasm, wore a tan trench coat that covers most of his body. Underneath was a skin-tight black suit with several gold strips rising from underneath his trench coat and disappearing under his helmet. His helmet was black with a gold jaw-guard that ends in a circle-shaped hinge joint where his ears are. He often pushed his students both on the field as well as in the classroom, as he favored those who shine under pressure.

A quiz was handed out to the many heroic students, no longer than 2 double sided pages. Some of them stared at their papers while others such as Momo and Peter had started right as they picked up their pencil. They, along with Izuku, remained extremely focused on their quizzes while others like Kirishima and Denki tried to prolong the challenge.

Peter flipped his paper over, causing a small reaction to the members of his immediate surroundings. They were almost jealous of how quickly he had gotten done, even beating Momo in the finish time. She didn't seem to mind however, rather she smiled without even looking directly at him. Grabbing his bag, he approached the front desk and greeted Ectoplasm with a smile.

"Finished already Mr. Parker?" He asked, looking up at him, "You know you can't leave until the class is over."

"I have a permission slip," Peter pulls out a folded piece of paper and places it on the desk, "I have to leave early today."

The teacher grabs the paper and opens it, reading over the contents. Taking the moment of distraction, the other students looked up from their papers to see what was going on. The only person who already knew what was written there was Izuku, being aware of it a few days prior.  
"Alright," He said, handing him back the paper, "You're free to go."

Giving him a friendly nod, Peter tighten the straps of his bag and left the room with a silent wave to his friends. Some waved back, except for Bakugo who gave him the middle finger, clearly still holding a grudge since their first heroics class together.

"Psst," Mineta whispered to Izuku, sitting just next to him, "Where's he going?"

Izuku leaned over carefully as not to alert Ectoplasm, "Norman Osborn's trial starts today, Peter's a witness."  
Just hearing Norman's name got Momo's attention, who had been sitting just next to Mineta. Carefully she leaned in to listen and chime into the conversation, "Norman was that green monster, right? Will Peter be ok?"

"Sure, but I plan to go there after school anyway if it's still going. If you want to come and support him, you can."

"Focus on your papers please!" The teacher stressed, finally catching them in the act and forcing them to sit up straight. Even as they got back to work, Momo looked out the windows, with Peter engraved on her mind.

…

Peter's foot tapped quickly as he waited outside the court room, now changed out of his school outfit and into something more comfortable. He doesn't often go to the trials of villains he takes down because no one can use Spider-Man as a witness. This will be the first time he see's the bad guy face to face on trial, and of all people, if had to be Norman Osborn. Just thinking about him made Peter feel guilty; all he could focus on was his late wife, Emily. _His_ powers were _her_ cure, and he stole that from her. Perhaps it was an accident, but it still happened none the less. Norman was crafty; who knows what he may pull in there?

"Peter," A voice grabbed his attention and made him whip his gaze from his feet. Overcast was standing in front of him, holding her arms together as he tried to give him a comforting smile, "How're you doing?"

With his legs still kicking, Peter stood and hugged his guardian tightly, surprising her as she hugged him back. Her body rocked back and forth in a rhythm, hoping to calm him down. She even started rubbing the back of his head, holding him close to her, "It'll be ok, Peter. It's just a trial, no one is going to get hurt."

"It's not that," Peter back off the hug and rubbed his face, "I don't know what they're gonna bring up in there, maybe things from our past. That really scares me."

"Why? Do you have something to hide?"

He couldn't answer her. Even though he tried to speak, nothing more than a breath of air could escape his lungs. Beyond Emily, there were mistakes he's made that he never though _Peter_ would have to face. Spider-Man was always ridiculed for his actions, but Peter remained safe. Now, it was all gonna come crashing down on him.

The door to the building opened quickly, making Peter look to it expectantly. Kendo came through, wearing her standard jacket and skirt attire. When they made eye contact, Kendo didn't hesitate to rush over and hug him tightly, nearly leaping into his arms with her momentum. Her arrival was just what he needed to avoided Overcast's question.

"It's good to see you, Pete," Kendo said, breaking the hug but still holding his arms, "I haven't seen you much since the school attack."

"Yeah, and I'm sorry. I've been helping Aunt May settle in, so I needed to spend time with her. Plus, I figured you were busy training for the Sports Festival."

"Yeah, but I always have time for my friends."

"Kendo," Overcast chimed in, "Are you here as a witness?"

"I am," She nodded, letting go of Peters arms, "I was at the heart of the attack after all. Hopefully we can get this guy behind bars where he can't hurt anyone else."

"I hear you. Kamui Woods is here too as a witness against Osborn, but Mt. Lady couldn't make it. Though she will stop by when the news crew gets too rowdy. She knows how to keep them busy," She clapped her hands together, "Let's get you two in there, shall we?"

Quickly, the courtroom had filled with people ready to examine their newest case. Peter sat with the crowd next to Overcast and Kendo, sitting on the side of the accusing. Others however chose to sit on the side of the defendant, though Peter didn't understand why. These weren't friends of Norman, just regular civilians. Shop owners, husbands and wives, they chose to sit and support the man who became a monster. If only they knew about the things he has done. The lawyer standing against Osborn came in and took his place at the proper desk, sitting with the Pro Hero, Kamui Woods.  
Norman himself was the last to enter with his lawyer. He was dressed in orange with handcuffs on his wrists and ankles. Half the room stared in horror while the other half looked on with curiosity.

The bailiff called the court to order, making everyone stand as the trial's judge entered from the back, sitting in his royal-like seat.

"Calling the case of the people verses Norman Osborn. Are both sides ready?"

The attorney and Public defendant both agreed to him.

The Bailiff wastes no time to swear the Jury, readying the trial to begin. As everything got into position, Kendo noticed just how much Peter's legs were shaking even as everyone finally sat down. The expression on his face only added as proof to his current state. He was scared, or perhaps angry, maybe even both. Seeing Norman Osborn with that confident look on his face made him furious. He always knew how to dodge paying for his crimes, then going back up to his pent house to drink fancy wine from a glass as the world burns around him. He's had a habit of ignoring the worlds issues and focusing on himself.

At least, that's been Peter's experience.

As the two lawyers gave their opening speeches for the case, Norman turned his body to look a Peter sitting further in the back. As much as the young hero tried to remain composed, Norman's stare made him feel guilty. It was as if he was somehow forcing him to remember their conversation in the hospital, making Peter out to be the villain of the two. He tried to look away from him, but Norman continued to stare with that horrible look of shame. As if he needed any more of that in his life.

"You're honor," Normans lawyer, his name tag reading Rei, began, "I would like to first call Mayume Aihara to the stand."

"That's my cue," Overcast said, "Wish me luck," She stood from her seat and approached the front of the courtroom, as everyone watched her take her seat next to the judge and be sworn in by the bailiff.

"Mayume, is it true that you are a Pro Hero?" Rei asked her, earning a nod of agreement, "And how long have you been operating as a Pro Hero?"

"I've been a Hero for about 7 years now, since I graduated from U.A High School."

"The same school that my client is accused of attacking."

Peter let out a silent growl, gripping the back of the chair in front of him. Of course, this was the direction he was going, trying to play innocent even in a world where his company can't bail him out. He kept himself calm however, having faith that without his money, Osborn will finally face charges.

"Can you describe the event from your point of view?"

"Of course," Overcast took a moment to recall what had happened, "I had gotten the call from a fellow hero that the USJ trip was under attack by a swarm of villains. Naturally I rushed over to help fight against them. It was after we had finished when one of the students told me the school had been under attack as well."

"What did you see when you arrived?"

"The school was overrun with Super Villains, half of which I didn't even recognize. I fought as many as I could until I reached the front and found my fellow heroes as well as two students under attack."

"And it stands to reason you saw the green monster when you arrived, correct?"

The Public defender, the name Tamika on her suitcase, called out to the court "Objection, leading the witness."

"Sustained," Said the judge.

"I'll rephrase," Rei continued, "Who was it you saw fighting against the heroes sworn to protect us?"

"I saw 6 villains."

"Were one of these six villains my client, Norman Osborn?"

She nodded.

"And how do you know this? All the reports state a green monster, not a simple middle-aged man."

"He is not simple, sir," Overcast stated sternly, "He has the ability to become this monster called The Green Goblin. He hurt people, tried to kill students in cold blood and rallied super villains to attack the school and its inhabitants."

"He becomes a monster, you say?" Rei paced the small space of the room, "And how did you defeat him?"

Overcast composed herself, sitting up straight in her chair, "I had to mix together a compound to give him a chemical balance, so he'd turn back. We needed to negate his powers."

"So, would it stand to reason that these abilities drove my client to do such acts? That his powers warped his mind?"

"What? No! He chose to do all this! You can't pull a 'crazy-plead' out of nowhere!"

"No further questions your honor," Rei stood down from the post and returned to his seat. Overcast eyed Peter sitting in the crowd, a look of sorrow and anger on her face. She hated being played by another person like a piano, especially when there is so much more to the song before they decide to stop where it's convenient. Even as the Public Defender ask her questions to turn things around, Overcast couldn't help but feel as though seeds have already been planted.

"Ms. Aihara," Tamika, the Public Defender started, "Why do you believe Norman Osborn attacked the school? Describe your perspective of the situation."

"Objection, leading the witness," Rei called out, only to be immediately overruled by the Judge.

"I think he was angry," Overcast said, "I think he's probably suffered a lot of loss, that's how a lot of villains turn. When you lose something, or someone, it's hard to come back from that. Sometimes people never do, and they allow themselves to fall so deep into the dark that they become cruel."

"And how do you know this?"

She didn't say anything right off the bat, instead her eyes darted to her hands as she gulped in worry. Of course, she knew much like most people. Tragedy was a fated event for all living people, even those who are the luckiest and the happiest. Tamika asked her again how she knew, "I've suffered much like everyone else. My family was killed by villains, and I was the only survivor. My Mother, father, brothers …told me to run away while they got slaughtered by those who became fueled with anger."  
"Objection, irrelevant-" Rei could not finish his sentence, for Overcast stood from her seat and slammed her hands against the seat.

"Norman Osborn attempted to murder a student multiple times and cared not for the lives of others!" Overcast shouted, despite the judge telling her to sit down, "Villains allow their anger to control them and they don't care who gets hurt. You wanna blame his powers rather than him?! Fine! But it's your fault if he kills again! Some people just wanna live their lives and _this_ man thinks he has the right to take that away!"

It took a moment to calm her down, the bailiff had no choice but to escort her out of the courtroom for a while to cool down. Her emotional reaction however may have influenced the Jury's decision. By the looks on their faces, their opinions of Osborn weren't high.

Recess came quick as everyone stepped outside for a break, all except Osborn who waited inside. Once out of the court room, Peter searched for Overcast desperately until he found her on the upstairs balcony. He simply followed where the extra light and rush of colder air was coming from, where she had opened the balcony door to step out onto it. It was sunny, the light shining off her cream blonde hair. She has been crying, her eyes red and a dry streak of tears on her cheeks. She knew what questions that would be asked, but that didn't stop her reaction despite how she tried.

"…Mayume?" Peter approached her and placed a hand on her shoulder, "How're you doing?"

Instantly she rushed into his arms, holding him tightly as more tears fell from her eyes. He hugged her back, stroking the back of her head to calm her down. It took a few minutes before her rapid breathing finally slowed down to a healthy speed.

"I'm sorry," She gasped on her tears, letting him go and leaning back on the rails, "I wanted so badly to remain composed but …I guess I don't think about them as much as I thought. At least not in that way. I always like to think their words define me, their lessons carry on. But I don't always focus specifically on the fact that they're _actually_ gone …I just think of everything I missed out on with them. Every movie night, every school event …"

"…Every baseball game," Peter continued for her, "Every science fair."

A smile crept onto her face, her head looking up to the sky.

"You're the next witness, you know," She reminded him, "You better get in there before they start again."  
"Well they don't need me _now_ ," Peter leaned on the rail next to her, " _You_ do."

He smiled, comforting her as she allowed herself to vent the remaining sadness from her eyes.

…

 _Meanwhile_

Doctor Strange's hands were glowing with orange neon runes, a large cryptic circle drawn in chalk rested on the ground in his home. Tony stood a distance away with his fingers on his chin, examining the work he had been doing. Strange's scarred hands had been shaking with frustration and over-exertion. Even as he pumped more power into the spell, he couldn't seem to forge the gateway they desired. With one final push, the chalk of the circle dispersed from their position and dirtied the wooden floor. Strange set his feet on the ground and sat in the nearest chair, his hand on his temple.

"Nothing?" Tony asked.

"I've scanned the entirety of several dozen universes, Stark," He scolded, "But each universe I search has nothing. Nothing on the Peter Parker we know. He could very well be dead, Tony, you might have to start accepting that."

"No," He stated, "There has to be another way. Is there anywhere else he could be? Another universe or dimension or whatever you call it. We need to find him and the stones so we can fix this!"

"I don't…wait," he stood, "We need to widen the scope."

"How?"

"Because we thought he was lost in another Universe, we assumed this because of the Space stone. But there are other stones. They could have affected where he ended up. We need to account not only for a certain space, but also what mindset Peter and Goblin had, how much power Goblin used, we have accommodated for every stones abilities

"Then we can find him?"

Strange cocked his head, "I can find out."

Strange waved his hand and repaired the chalk-drawn circle of runs. Only a few spells had to be cast before it began to glow once again. Like a hologram, images of squares piled on one another began to form. As one square flew up and vanished, another appeared from the ground. Each shape was a different color, showing different saturations, some Tony couldn't even comprehend.

Tony leaned against the wall and looked way for two reasons. One was how the images gave him a headache, but the other was out of guilt. Had he kept him close during their mission, or not brought him at all, he would still be here. Now, even his Aunt has gone missing from the city, and it could very well all be his fault. If he didn't fix this, it would be another casualty held against his iron heart.

A small explosion erupted and pushed Strange to his feet, nearly stumbling. The images from the circle vanished as his eyes widened.

"Strange, you ok?" Tony asked.

"Yes … I am," he said with a pant, "I think I know how to find him."


	21. The One Life

Tombstone counted his money gripped in his pale hand. People of this world were almost as prone to drugs as those back home. With so many heroes and villains around, it was easy to coheres those without strength into temptation. Yes, he liked this world and the lambs it had to offer, lambs lining up to be shaved of their coats and give to those above them.

In his office, a TV had been hung against the farthest wall, playing the news at medium volume. A woman had been discussing the current state of the Norman Osborn trial currently being held. There wasn't much they could say to the public just yet as they had only just begun, but things may start going in the heroes favor soon.

This, for Tombstone, was an issue.

Norman was strong, he knew this. However, he was only strong by the physical definition. Emotionally, he was easy to break and surely the heroes would exploit that should he go to prison. He may talk or mention names that would slow or even ruin his operation. Even if he didn't go to jail, having him out there and no longer on his team could prove troublesome.

Yes, he decided, something had to be done.

…

The trial began once more with the end of recess, and everyone took their seats in the courtroom. Overcast unfortunately could not stay any longer, as duty called her to leave the trial early. She was only excused because she had already gone up as a witness. As the Attorney and Public Defender got back into their work, Peter was called up as a witness not long after. Kendo could only give him a 'good luck' and a quick hug before he was sent to the front of the room, in direct view of Norman Osborn.

The Attorney, Rei, was the first to approach Peter at the stand, almost glaring him down with a grin. He could tell that he only saw Peter as a means to an end, a young gullible teenager that can be manipulated using his emotions and be shown as the real crook.

The terrifying part was how true that may be.

"Mr. Parker," Rei started, "You started at U.A High School not long ago as a transfer student, correct?"

"That's right," Peter said, "I came here from MCU."

"And you are enrolled into the Hero Program."

Peter nodded.

"Can you explain to me why you were not with your fellow classmates on the trip to the Unforeseen Simulation Joint, but rather remained at the school where it was attacked?"

"I was waiting for a Pro hero to escort me. A lot of my enemies have been trying to kill me."

"Because they followed you here?"

Tamika, the Public Defender, stood, "Objection, leading the witness."

The judge sustained the objection, and Rei composed himself, "I'll rephrase; why are these villains here in Japan and not in America where they normally operate?"

Peter found it easier to just warp the truth rather than make up a lie, "I'm not sure, but I think they came here to kill me."

"What reason would they have to do that, especially since there are so many Pro Heroes here in Japan?"

Peter shook his head. He didn't have an answer for him, which always seemed to be the case. He made up lie after lie in order to get anywhere in this world, which was nothing new to back home.

But lies could only get you so far.

"You say that you went to MCU, but I have a different proposal," Rei approached the judge, "Your honor, I'd like to exhibit my first piece of evidence," The judge allowed him to proceed, and he picked up some papers from his desk next to Osborn, "This is the list of records for students registered in U.A. It has a complete record of every student from the last 6 months of the registration process. According to these records, however, your papers only came in just a few hours before your first class. Why do you think that is?"

He wasn't sure where he was going with this, but it started to worry him. For now, he had to play things cool, "There were some complications with the housing, we could only get it done on the day of my arrival."

"Yes, but your registration for the school was dated on the day you first came to the school, and not two months prior like suggested," he turned to look at the jury, "Perhaps they simply didn't print it out until that day, or something else is amidst."

"You're honor, relevance?" Tamika asked.

"I'll get to the point," Rei approached Peter again, "We know that Peter Parker, also known under the name of Spider-Man, fought with the Goblin and his allies on more than one occasion. Since he is without a license, each of these confrontations were illegal, excused or not."

"Norman is the villain! Not me!" Peter shouted.

"How do we know you haven't committed crimes of your own? Perhaps you fought him to hide your own secrets. I have reason to believe that you don't even have a passport, perhaps you are an illegal immigrant who forged papers to attend U.A High. And what about your Aunt? She only showed up a week ago out of nowhere."

"Objection!" Tamika shouted.

"If we can't even trust upcoming heroes, how can we blame villains like Osborn for their actions?" Rei stepped back, "Nothing further."  
As Rei sat back down, Peter could only clench his hands together under the stand. While he hated how he attacked him just to ruin his image and therefore his word against Osborn, Peter couldn't deny some of the facts to be true. The Reality stone created the papers when he accidentally thought of it. His accidental thoughts could only go so far, which means he was in trouble if this trial urges the police to investigate him. They won't find any travel records, likely not even anything going back a few months. Taking a deep breath, he wiped his face and attended his gaze to Tamika, the lawyer who's supposedly on _his_ side.

"When the school was under attack by villains, where were you, Mr. Parker? Specifically, I mean? The halls? A class? Running for the exits?"

"I…" he didn't want to say he was fighting. Not just because it was illegal, but because he didn't feel right taking credit for it, "I was fighting villains."

"Despite the illegal standpoint, you fought to protect your fellow students and faculty. It's also known that a relative of yours was kidnapped and brought to the scene against her will. She had no choice coming to Japan, true or false?"

"True. They wanted to use her a bait for me."

"Why do they hate you so much?"

"They're my enemies, and I'm a hero. I've stopped their plans multiple times. Being a hero without a license isn't illegal back home."

"So, habit forced you to fight. Even if you are without a Japanese License, it stands to reason that you are already a Pro Hero. My opponent wishes to diminish Mr. Parkers reputation by accusing him of being a negligent criminal, but a villain doesn't throw himself into the fire to save lives," She looked to Osborn, "The villain is the one who starts the fire, regardless of who's in the blast zone," She approached Peter again, "You know him the best, Mr. Parker. Who is Norman Osborn to you?"

He froze up, fingers twitching in their place. Every bad memory with Norman suddenly came rushing back to him. The first of these bad memories being when Norman first revealed himself to be The Green Goblin, the day his whole world shattered. Every time he tried to kill him in the streets, the school, Normans very home. He had threatened Peter never to tell Harry the truth, the only thing they could agree on was to protect him. Just seeing him now, sitting in the court room, it was like he was planning to murder him with nothing more than the daggers from his intense glaring. Even as Tamika asked him the question again, trying to grab his attention, he couldn't look up from his shaking hands for very long.

When he finally did, the tension released with the sight.

Quietly coming into the courtroom, several of his fellow U.A Students took their seats next to Kendo and greeted her. The first was Izuku Midoryia, trying harder than the others to be as quiet as possible. Behind him was Ururaka and Tenya, naturally since they seem to follow him everywhere. Izuku likely asked them to come, being the trio never seems to be apart. After them was Mina, who stood out more than the others due to her pink appearance and little yellow horns. She smiled at Peter as she sat down next to Tenya, taking up the last space next to the small alley between sections. The last to come in was Momo Yayorozu, brushing aside the large strand of hair in front of her face. She smiled brightly at him as she moved passed her friends and took the last available seat next to Kendo. She, like everyone else, was still dressed in her school outfit, telling him they had only just gotten out of school for the day.

Seeing his friends all here, supporting him with smiles on their faces, it gave him confidence that everything was going to be ok. He didn't need to worry about Norman, not with his friends protecting him with the love they acquired. He understood now what Mina and Momo were trying to tell him just a week prior. Perhaps it wasn't love they were feeling, rather admiration, the desire to protect what matters to them. Friendship is much more powerful on this world than it ever was back home. People have fallen for Spider-Man in the past, but never showed the same kind of feelings for Peter Parker.

Experiencing any kind of love as Peter simply scared him, as it was the first time beyond his family.

"Norman Osborn," Peter started, "Was once a good man. He's the father of my best friend back in America, and I've known him and his son for a very long time. But after he lost his wife, Emily, he snapped."

Norman stared him down, silently shouting at him to stay quiet.

"Norman has always craved power and wealth ever since he was young, and he's always been jealous of those who have it. When he became the Green Goblin, Spider-Man had to stop him in his tracks. Then he figured out my secret identity and made it his goal to ruin my life."

"Why?" Tamika asked.

"…I couldn't say," Peter couldn't tell the truth without revealing the secret of his powers. Izuku however gave him a nod, having known the truth of his abilities.

"I can tell you this, however," Peter continued, "Everything Norman has done was his own choice, should he choose to make amends, that's his choice too. But he was under no influence except that of grief."

Tamika smiled, stepping back from the podium, "Nothing further, your honor."

A gasp of relief left Peter's lips when the bailiff escorted him off the podium. Despite this, his legs still shook from anxiety as he moved back to his seat, where his friends were quietly waiting for him. Momo bumped shoulders with him soon after he sat down, giving him a smile that showed she supported him.

"Thank you, guys, for being here," Peter whispered, "It means a lot to me."

"Of course," Momo whispered back, "We're your friends."

"Yeah!" Ururaka whispered excitedly, "And friends always have each other's backs!"

Rei stood from his seat and adjusted his suit, addressing the Judge directly, "I would like to call my client, Norman Osborn, to the stand."

The people of the court started to murmur towards one another. It was always questionable to have the accused go on trial, as it can appear like they are saying _anything_ to convince the Jury they're innocent. This lawyer was good as his job, however, even managing to dampen Peters reputation with the Jury despite Tamika's recovery play. He could just as easily turn this around and make Peter the villain, pinning everything away from Norman all together. As Norman stood, people took notice of the cast on his knee, likely due to Kendo nearly shattering it a week prior. Had it not been for nurses like recovery girl with the ability to heal, recovery chances would have been rather slim.

With Norman on the stand, Rei began his play, "Mr. Osborn, is it true that you are the villain known as the Green Goblin?"

"Yes, it's true," he answered, "I've been the Goblin for a little under a year now."

"What are your abilities?"

"When I became the monster, I had increased strength, agility, and the ability to create fire from my hands."

"How do you feel in this form?"

"…Angry, all the time. Much like the fire in my hands, all I can feel is burning rage and suffering. Every horrible moment in my life comes back and makes me …hurt."

They could see what he was trying to do, Peter more than anyone else. He was going all the way by pleading crazy and reducing his sentence, maybe even avoiding it all together.  
"Why did you become the Green Goblin?" Rei asked.

"It happened after I lost my wife, Emily, to a genetic disease. I tried to cure her, but my one sample was destroyed by Peter Parker."

Everyone talked among themselves, looking back at Peter with curious, some even sick expressions. Suddenly, Norman wasn't the villain anymore. Though his friends tried to stare them off, they themselves wondered where the story was going.

"Go on, Mr. Osborn." Rei asked.

"Peter Parker visited my company and snooped around where he shouldn't. Of course, he worked for a News company, so his behavior wasn't out of the question. Whether it was an accident or not, his meddling destroyed my one sample and left me with nothing."

"How did he destroy it?"

This was it, he could see it on Norman's face. He was about to reveal how Peter got his powers in the first place. If that were to happen, it would only place more suspicion on him, and cause more trouble than he needed. Norman always wanted to experiment and even reverse engineer Peter's powers, that's how he became the Goblin in the first place. If this got out, there's no telling who would go after him to give normal humans super powers or give someone _more_ powers to work with.

At first, Peter's expression was fixed on Normans face, staring at the grin that thought he was about to win the lottery. However, his eyes darted slightly upwards to his forehead, where a red dot was struggling to remain in place. No one else had noticed but him, thanks to his increased senses. Looking back at the door, he saw it was open just slight with a rifle pointed at the defendant.

He didn't bother thinking and jumped through the air.

"Everybody down!" Peter shouted, shooting a web from the web shooters hidden under his sleeve and pinning Norman to the wall just to the left of the bullet line. The rifle fired off and the bullet was sent flying through the air, grazing Peters left thigh. It went straight by, striking where Norman would have been had it not been for the webbing. Only as Peter collapsed to the ground did everyone react to what had happened and stood from their seats in a rush.

"Stay in your seats!" Kamui shouted, finally breaking his vow of silence from the desk. The only ones not to listen to him were Peter's friends, specifically Mina and Tenya who had been sitting closest to where Peter landed.

"Are you ok?!" Mina asked, trying to lift him up by his shoulders.

He couldn't answer her as his Spider-Sense took up too much of his thought process. In moments like this, he could only respond by instinct. He backflipped into the air after hearing a gun cocking and shot a web in that direction. The webbing stuck to the front of the gun and spread to the trigger, keeping the shooter from firing off. Peter landed on the wall and stuck to it, looking down to see the shooter close the door to run away.  
"Kamui!" Peter shouted, "He's making a run for it!"

"On it!" Kamui Woods jumped over the seats and rammed the door down to chase after the shooter. The chase brought them outside into the streets, where the civilians cheered for the Hero almost instantly. Only now in the sunlight could Kamui make out what he could of the shooter's appearance, a simple black hoodie and jeans. Though as the criminal turned around, Kamui could easily make out a pair of horns coming out of the man's forehead.  
Kamui attempted to catch him by extending his hand into would, but the shooter suddenly jumped high into the air, making a large amount of distance and escaping into the sky. The man was gone out of sight, only the Hero remained on the street where people had started taking pictures.

…

The courtroom had been excused a few minutes after, when Kamui came back and told everyone it was safe. The final verdict had to wait until the next day, giving people time to recover from the dramatic event. Peter came out on a small limp, his arm over Momo to help him walk out despite his reassurance that he was ok. Without injuries, there was no need for an ambulance. The police arrived and started asking people questions, as well as to escort Norman back to a jailcell until the trial continues the next day. As they brought Norman out, the reporters began to swarm him, asking him questions about the trial, some of which were rather insensitive. They had to stop and try to move the reporters to the side just to get to the police cars.

Norman, just before being placed into the back of the police car, shared eye contact with Peter. For just a moment, there was no malice or hatred between them. There was confusion, inner conflict, and even a respect they hadn't felt for a long time. Just as the door closed, Norman smiled through the tainted window, and the car drove away.

"Who would want to ruin Norman's trial?" Izuku wondered aloud, "He's a villain, wouldn't that make other villains his allies?"

"Not really," Peter answered, "There _were_ people whom Norman and I shared as enemies. Even then, it could be a case of competition or wanting to keep him quiet."

"Why did you try and save him?" Tenya asked, "Not to sound insensitive or anything, but he is your arch enemy."

"Yeah, but …" Peter sighed, "He's still my best friend's dad, and he'd be pretty pissed if I let him die."

Momo held her arms together as they talked thinking about the story Norman was beginning to tell before everything went crazy. He blames Peter for his wife's death, she knew this. What she didn't know was the details about the cure. Knowing Peter, she's positive that if it was true, it was an accident. Still, if Peter knew what he did, then that guilt has been weighing down on him. So much death occurs around him, no wonder he feared her and Mina when they spoke of their admiration for him.

"Are you gonna be ok, Peter?" Momo asked.

"Hm? Oh, yeah, the bullet just grazed me." He answered.

The bullet wasn't what she was referring to, but she didn't want to press his buttons if she could avoid it. The question was whether it's something that needs to be avoided.  
"I meant …emotionally," Momo corrected, "Everything that was said in there …I can't imagine how you were feeling."

Peter sighed through his nose, nodding and putting a hand on her shoulder, "It's never easy when I'm dealing with Norman Osborn, but I promise that I'm ok. Having you all there with me …it was really nice, and it helped a lot."

"Group hug!" Shouted Mina, pulling as many of them as possible in and squishing them together. There was little resistance before everyone gave into the hug, squishing Peter like a smore and making him laugh. Kendo and Momo were closest in the hug, sharing a gaze with one another. They didn't have to say anything to know they both worried for him.

After everyone had been interviewed, they were released from police protection and sent on their way. One by one, the U.A Students left for their homes and waved goodbye to their friends. After Ururaka and Tenya went on their way, Izuku left soon after on his own. Peter still remained with Kendo and Momo, soon to follow afterword's. Both of the young girls stayed behind due to their worry for Peter. Both of them understood that Peter would continue throwing himself into danger like today, though their concern was for different reasons. One was out of concern for a friend, the other was out of past experiences and the desire to keep them from repeating.

"I guess I'll see you guys tomorrow," Peter said, "Sorry this got so hectic. Thank you for coming, at least."

"Of course, Peter," Momo said, "We're always here for you, afterall."

"I know, I'm just worried it'll get you hurt."

"If we hid away every time there was danger, we'd never leave our homes."

They laughed beginning to break the unspoken tension between them. Both Kendo and Momo had a few things to say, but chose to keep quiet. Neither of them knew if it was right to say anything, especially Kendo. She didn't want to accuse him of anything without proof. Jumping into danger was just who he was, it didn't mean he was necessarily up to anything.

With a hug goodbye, Momo departed from the scene with a warm smile. Peter waved until she was a good distance away, before facing Kendo in the thought of doing the same.

"Peter," Kendo started, stopping him before he could speak, "I know you throw yourself into danger because it's who you are, but you know I have to ask anyway. After the debacle of the school attack …I hope you haven't started going out as Spider-Man again."

He raised a brow, putting his hands on his hips, "No, Kendo, I promise I haven't. I swore I wouldn't do that again."

"I know, the thought just came to mind. After you saved Osborn …it just seemed like you were already in the mindset again."

"Kendo, I saved him because it was the right thing to do. I know Osborn is a bad person, but once upon a time we were friends. He's the father of my childhood best friend, and he was a good man that I respected. His company studies robotics and genetics, and that was exciting as a young scientist. He was on the road to cure cancer and every other genetic disease until …"

"…Until you destroyed his cure," Kendo finished, "So it's true?"

Peter took a moment of silence, but breathed deep to accept his hurting truth, "Yeah. It was an accident, but it's true. It's something I wish I could take back, but I can't. I can only move on and make up for it."

"…Just make sure you move in the right direction," She said. With a warm hug, she waved him goodbye and started moving away from the courthouse.

He was a good man, but there was more to it.

As she walked down the sidewalk, she couldn't help but feel there was so much more to Peter than he was letting on. He had secrets he was trying hard to keep. It was just easy enough to tell with how quickly he can answer awkward questions, likely with answers he had preset in his mind. Only the best liars use that kind of strategy. It only made sense he was good at it, what with having a secret identity back home.  
On her way down the street, she spotted Momo just ahead of her, walking more slowly than the average, "Momo!" She called out, jogging ahead to catch up with her. Momo turned around and greeted her with a surprised smile, trying to hide the frown she had just a few seconds ago.

"Kendo! I thought you were going home?" She asked.

"I am, I'm on my way there, but then I saw you. You were moving pretty slowly."

"Oh, right …" She hesitated, looking away for a moment, "Just have some things on my mind."

"Like?"

"Like …the Sports Festival!" She concluded, "The attack only made me realize how much stronger I need to be in order to be ready for it. I want to be able to do my best, Afterall."

"Me too. It's gonna be the toughest challenge any of us have faced," A lightbulb lit over her head, her eyes widening with a small grin, "Hey, that gives me an idea. We both want to be stronger, and I like to believe that we're friends now."

"Yeah?"

"Yeah. How about you and I train together for the Festival? Makes the friendly competition all the more rewarding. What do you say?"  
Momo widened her eyes in surprise, "You want to train together? Are you sure?"

"Do you wanna get stronger?"

Of course she did, for more reasons than one. She wanted to be strong enough to face whatever threat came her way, especially after the attack at the USJ. Now, someone attacks the courtroom and Peter was the first to act before anyone else even knew what was going on. She wanted to be strong, just like him. As she was, she just wasn't ready yet.

"Ok," She answered, "Let's train together."

…

Her cloak remained loose over her head as Lumina came to the front door of the warehouse she operated from. The sun was edging slowly toward the other side of the earth, and she had been tired after a long day. No one noticed her enter the warehouse, as they were too busy with their own lives. It was once inside that was the real issue.  
Approaching the entrance of the large common room, she heard voices that normally weren't heard within these walls. Of course, this didn't mean she didn't recognize them, in fact that made this far worse than if they were strangers. They were in the middle of their sentence when she had walked in to 'greet' them.

"What the hell is going on here?!" Lumina shouted. In front of her was Tomura and his accomplice Kurogiri from the League of Villains standing before the majority of her own villains. Tomura had come in unannounced and began a meeting with her own people, trying to do exactly what she was warned about earlier that day. The villains before him consisted of Scorpion, Morbius, The Lizard, Molten Man and others. Octavius and Quinten were standing in the corner, clearly wanting nothing to do with what they were proposing.

"You're just in time," Tomura said, "We were just proposing our little deal."

"Deal?!" Lumina protested, "What deal?!"

"We want your villains to join us so we can destroy the Symbol of Peace, All Might. With him gone, everyone will kneel for us!" Tomura got excited, like a kid talking about the newest video game on the market.

"You can't just come in here and steal my people, Tomura! I get we have a partnership, but this is breaking that!"

"It's no longer a partnership," Kurogiri said, "It hasn't been since Norman was arrested. We are simply collecting the collateral. Your people have chosen to come with us."

Her shoulders dropped, a look of disappointment on her face, "…All of you?"

Scorpion stepped forward from the group. His armor was shades of green with a large metal tail on his backside, glowing with poison at the end, "It's nothing personal, but these guys have a lot more to offer than you ever did. You want those stones, but you haven't given us what we promised yet. These guys have a much quicker way of doing things."

"We are tired of your empty promises," Morbius floated behind him, his pale white skin almost shining, "We want results, and these stones are taking too long to be found!"

"They told me about the stones," Tomura said, "They do sound rather interesting. Each one having so much power over the universe. But I don't want to waste my time with Jewelry, not when killing All Might is so much simpler!"

Lumina tried to find what to say, making gestures with her hands as she approached her group of villains, "I can get you what you want, I swear! I just need more time to find the stones!"

"You've had enough time," Scorpion waved his hand to the others, and everyone had begun to cross the room. She tried to get everyone to stay on her side, even going as far as grabbing them by the arm. Each time, however, they just persisted out of her grip. Eventually, she gave up and fell to her knee's, feeling defeated by the greed of villains. No matter how she tried to appeal to them, promising riches, revenge, or through their hearts, they all denied her and stood behind Tomura.

Everyone, except two.

"Are you coming?" Kurogiri asked as he gazed toward Octavius and Quinten. They only needed to look at one another before they walked forward and stood behind Lumina, Otto going ahead and picking her off her feet. Even Quinten helped to hold her up, one arm over his shoulder.

"You've all made your choice," Otto scolded, "Which means you're no longer welcome here. Get. Out."

Tomura didn't seem to care for his reverse sentiment, seeing strength in numbers as victory all the same, "Time to go, then."

In one fell swoop, Kurogiri expanded his mist and took the group away, leaving the room empty with only Lumina, Otto and Quinten.  
"…They left. All of them," She clenched her hands after releasing from her allies grip, "A few promises of a quick victory …of course, that's all it took for me, too," She turned around, distraught on her face, "I was never going to give them what they wanted. I wanted to use the stones to fix the world in ways that today's Heroes couldn't. They can't save this world if they're too busy posing for it! I thought if I could _use_ villains, then I could find victory but- Gah!" She threw her hands down, pacing away from the two friends she had left.

Quinten looked between Otto and Lumina, sighing and stepping forward, "If I recall, all you promised Otto and I was a second chance. We can have that in this world, with or without your help."

"Then why don't you go too?" She asked.

Otto stood next to Quinten, gesturing to themselves, "Maybe our second chance lies _with_ you _._ "

Upon hearing this, Lumina nearly started crying as she turned around to face them. Slowly approaching, Otto wrapped her into a hug, Quinten joining soon after to comfort her. It was now she finally started to cry, whether it be from the sadness of losing her assets, or the joy of having those she can truly trust. Otto and Quinten weren't minions, she finally realized, they were her friends.

Letting go of the hug, Lumina wiped away her remaining tears, "It's gonna be hard to find the stones with just the three of us."

"Maybe it'll be easier without the extra weight," Quinten suggested, "Easier to bounce idea's off three heads than 2 dozen. Let's get to finding those stones."  
She nodded, finally understanding what it meant to have those she could truly trust with her true self.

…

The night came quickly, Tombstones base remained quiet as everyone settled in. His employee's either slept in their bunk beds and sleeping bags or socialized with one another. Tombstone himself simply waited in his office, his fingers locked together as he waited for the news that he paid for to be good. Wind blew against the shut glass window of the wooden room, being the only replaced piece of the structure since he had moved in. The TV in the corner played the news as it always had, showing Norman Osborn leaving the courthouse unharmed.

He paid good money for the news to be good.

A man in a hoodie came reluctantly into the office of Tombstone. There were horns on his head, and claws on his fingertips, beyond that he was otherwise human. Despite the possibility of a powerful Quirk, he still feared Tombstone upon seeing his pale stern face.

"You failed to kill Osborn," Tombstone said with his voice so deep and rumbled, "What sort of punishment does that deserve?"

"Sir, there were Pro Heroes there," The horned man argued for his life, "Let me try again, and I promise you I will kill Osborn."

"You 'promise'?" Tombstone asked, standing from his desk and staring him down, "I've had a lot of people say that to me over the years. Do you want to know what I did to every single one of them?" He approached the hired gunman, grabbing him by the arm and pulling him closer for emphasis, "I fed there corpses to the local pound, called it a donation. So unless you feel like being food for the hounds tonight, you'll kill Osborn without fault. Take advantage of this moment, It's not every day I have mercy for those who screw up."

The man nodded extremely, "Yes sir! I won't fail you this time!"

"Good, good," He let him go, patting him on the shoulder, "Now get to it, Takeshi. Otherwise, I'll have to tell the pound I've got another donation coming."


	22. The Verdict

Mei Hatsume was always used to working by herself. She practically claimed the Support Lab for herself given how much time she spent in there surrounded by tools and prototype inventions. Day in and day out, she gave her time to her tools and idea's, and every moment was always spent alone. People only ever came by when they needed something from her, and they never stuck around once they got what they wanted.

The cycle had to break eventually.

She entered the lab once more during the lunch period and found that he had already beat her here. A student from class 1-A now spent almost as much time here as she did. It wasn't something that she was used to, and rumors had already started in her Support Class. 'Mei has a boyfriend now!' They would say, 'About time she got away from her tools!'

Jokes on them, he wasn't her type.

Peter was sitting in his usual spot, working on the same suit from yesterday. He was screwing bolts into the plates of the suit, connecting wires under the material before covering them. He was focused, so much so that nothing could interrupt him.

Of course, that wouldn't stop her.

In her hand was a tray with food on it, two burgers and one set of fries. She placed the tray down before grabbing one of the paper-wrapped burgers and chucking it at him like a baseball. Peter didn't need to look up to lift his hand and catch it head on, his other hand still screwing bolts in. A full second after he caught it did he finally register what was in his hand, and look up to greet Hatsume, "Afternoon to you too, Mei."

"I figured you skipped lunch, so I thought ahead. Now you owe me!" She exclaimed.

"And what do I owe you?" He asked.

"I wanna know what your baby does!" She pointed to his suit, approaching quickly and nearly putting her hands all over it, "I've seen you doing a lot of wiring and coding, so I know this is more than a fashion statement! Come on! Gimme the goods!"

He placed the burger down next to the computer, not bothering to even unwrap it before he addressed her question, "I'm trying to program refractors that I've been attaching to the suit, which will feed information into the circuit boards and turn the material I've chosen into a two way reflective surface, bending light waves and creating a transparent illusion."

She gasped, "You're making a stealth suit?!"

He stared at her in surprised, his mouth half open from preparing a simpler explanation, "Yes …I'm making a stealth suit."

"Bending light waves is no easy feat. How'd you figure it out?"

"My mentor has a stealth armor, actually. I've been studying it every time I saw it on the news, I'm only now putting it into effect."

"You add a HUD yet?"

He raised an eyebrow at her, "A HUD?"

"Yeah! You know, a digital mapping software so you can know where you gotta swing too? A 'Main Menu' to control all of your suits features?"

"Mei, where would I even put that?"

"In your mask's lenses, duh!" She twirled her finger in a circular motion pointed at her temples, "I doubt you know this city very well, plus a HUD would make things easier anyway!"

"…Yeah, but …why would I NEED a HUD?"

She stood straight, over exaggerating her reaction, "OOOooh right! This suit is just for fun! My mistake, carry on!" Almost smug-like, she walked away and continued to work on her other inventions. Peter was left there to wonder what that was all about.

Whether it came out of nowhere or not, a HUD wasn't a bad idea.

…

School came and went with only less than a week until the Festival. Finally, it was the weekend, giving the students more time in the day to train and focus their quirks. Many of them worked alone, either in their backyard or an area at the school they had booked for the hour. Most left the school grounds alone, all except for two of the Hero Classes students, whom left together.

People filled the courtroom once again, almost sitting in the same spots as they had the day prior. Peter had been fidgeting as they brought up one witness after another, most of which were students present for the attack. Kendo sat by Peter's side and did her best to comfort him, knowing how stressful this situation was for him. And yet, it wasn't as bad as the day before, this time. Norman's vibe still bothered him, but it was easier this time. He hadn't even given Peter a dagger filled glare yet. What had changed?

"Your honor," Rei said as he stood from his desk with Norman, "I would like to call Itsuka Kendo to the stand."

Peter looked to her with sympathy, "Good luck," he said.

With a nod in return, Kendo stood from her seat and carefully made her way to the front of the courtroom. After being sworn in, she adjusted herself in the seat and prepared for whatever came her way.  
"Itsuka Kendo," Rei addressed her casually, "From your perspective, when did you first see these villains?"

"I was in class," She answered, "Suddenly the wall came down and this electric based villain attacked our teacher. We all ran for the exits as fast as we could."

"Except for you," He stated, "You were fighting against the villains with Peter Parker, is that correct?"

"That is …correct."

"And was this before or after Kamui gave you his blessing?"

Kendo paused, looking at Kamui who sat with the public defender, Tamika, "What do you mean?"

"Kamui stated that he gave you and Peter Parker permission to use your Quirks against the villains. However, did you start fighting them before or after he did?"

She knew exactly what he was trying to do, and she didn't like where it was going, "Technically-"

"Did you or did you not fight villains before he gave permission?"

"No, but-"

"So you fought them illegally," Rei interrupted violently, "Which means _you're_ the one who really needs to be on trial for your crimes."

Rei stood, "Objection! Attacking the witness!"

"We had no choice!" Kendo shouted, "My friend was in trouble! I couldn't just stand by and-!"

Kendo covered her mouth in a gasp. Something had just clicked with her, something she didn't fully grasp until now. Her eyes darted to Peter, sitting in the back with a look of worry. She was thinking the way he had when he fought Hydro Man for her. The next words to come out of her mouth would only be siding with him fully for what he did. She can't act like she's on the right side of the law when her mindset has changed so drastically.

"…I couldn't stand around and do nothing," Kendo said as she slowly removed her hands from her face, "People were getting hurt and there weren't enough heroes around. If I did nothing, my friend would have been hurt or worse."

"Do you regret breaking the law?"

"...I…"

"Nothing further, your honor," Rei backed off and left Kendo in her emotionally confused state.

The transition between Rei and Tamika felt like it had lasted forever for her. She knew that she understood Peter's actions and motives, but now it was as if she could feel them as her own. Thinking back to that moment, when she jumped through the class window and cut her hand up just to save him, how she rationalized her actions, she had become him. Once scolding him, now her mind stood at his side, and that scared her. What did this mean for what's between them? Could she support him if he went out there again? Or would fear hold her back?

Was that all that restrained her? Fear?

Tamika approached the stand with welcoming eyes, knowing that Kendo was likely in a bit of turmoil, "Kendo, you're training to be a Pro Hero, correct?"

"Correct."

"So, should we not be glad that your instinct was to jump into action? It's one thing when you go out and search for danger, but it is another when that danger comes knocking at your door. Whether you struck first or were even given permission, you fought to protect yourself and your friends. Should we really see her as a criminal for protecting those she cares about as well as herself?" She turns to the Jury, "Why should we punish her and others for defending their lives and the lives of others when they had no other choice?" Tamika turned back to Kendo, "Would you agree you were pushed into a corner?"

Kendo nodded.

"Nothing further," Tamika backed off, sitting back down next to Kamui who gave Kendo a thumbs up.

Rei, however, stood back up, "I'd like to take a rebuttal," He said as he approached Kendo once again, "You said you had no choice, but camera footage shows you heading for the exit with the other students. This was right before you jumped to a window, punched it open causing property damage, and jumping out to fight a villain. They say we can't charge you for self-defense, but you actively searched for the threat and caused harm to the villain. My client's knee was broken thanks to your reckless behavior. I ask again, should it be _you_ on trial instead of him?" He backed off, "Nothing further."

As Rei returned to his desk, the judge waited to see if either side would call any other witnesses. After a moment of waiting, Tamika stood up to call her next move, "I'd like to inquire a piece of evidence to the case."

"You may proceed," The Judge allowed.

A few minutes later, a cart was rolled into the courtroom and pushed down the main isle. The object resting on the top was covered in a thin blanket and seemed to resonate and almost hum as it passed the seats. Reaching the front of the room, Tamika approached it and placed a hand on the blanket, "I'd like to show everyone the weapon used by Norman Osborn during the attack on the school."

When she removed the blanket, laying on the cart was the Infinity Gauntlet, glistening in the light of the courtroom. The stone was still attached to its preferred slot on the knuckle as no one had dared try to remove it. Peter nearly stood in awe, thinking about how stupid they were to bring the gauntlet here in public.  
"Kendo," Tamika addressed, "Is this the weapon used by Norman Osborn during the attack?"

She winced at the sight of it, remembering the damage the little object had caused, "Yes."

"Objection," Said Rei, "What relevance does a glove have? There is no power in a glove."

"No, but there is power in the stone it holds," Tamika continued, "The stone attached to the gauntlet holds tremendous power which Norman used against the children at the school. Its also not the first time he has used it to harm others, the first time being when he attacked Peter Parker at the police station, where Peter was turning in a witness report of villains in the city," he turned to face Rei, "He's been accused of criminal acts, yet he obeyed the law and reported a villain sighting rather than chase it himself."

"That-" Rei tried to interrupt, but Tamika continued to speak.

"These children are not criminals, they didn't attack innocent people using powerful weapons, with the intent to take someone's life. Norman Osborn _is_. Nothing further," Placing the blanket back on the Gauntlet, the cart was wheeled out of the courtroom, out of sight but not out of mind.

Kendo returned to her seat next to Peter, leaning on his shoulder after the exhausting experience. It was clear that there was an unspoken thing they needed to discuss after the trial. Rei and Tamika prepared to give their final statements before the Jury makes their decisions. Rei, of course, tried to criminalize Kendo and Peter by pointing out how they illegally harmed the villains during the attack. He explained his belief that a simple Gauntlet couldn't possibly have so much power, and Norman's abilities had driven him mad with anger.

Tamika came up next, doing everything she could to rebuttal what Rei had stated. She explained how Kendo and Peter fought because its who they are as heroes. They didn't seek the danger, they fought to protect their school when it was invaded. Norman's actions were his own choice and should not be cast aside so easily. This case was about Norman, not a couple of upcoming heroes doing exactly what they were taught to do.

Taking their seats, the Jury left the room and headed for the back. Everyone was given permission to roam about until the verdict was called in. Kendo was the first of their row to get up and head out the door, rather quickly in fact. Her sudden removal from the room worried Peter, and he followed her soon after.

"Kendo?" Peter called to her as they exited the courtroom, "Are you ok?"

"Yeah," Kendo rubbed the back of her neck, taking deep breaths to calm herself, "Yeah, I'm ok. It was just rough in there."

"I know what you mean," Peter scratched the back of his head, just barely avoiding eye contact with her, "So, are we going to talk about …what you said up on the stand?"

Kendo sighed, nodding her head, "I know the law is there for a reason. I know that I wasn't supposed to do anything to help, and just run away like the rest of the school. But you were in trouble, and I knew I had to act in order to save you. Today …I realized that I agreed with you. Everything you were doing and why, I thought you were right. Despite that, though, the law is still the law and should be followed," her voice went quiet, feeling embarrassed to speak more, "Even if I think it's unfair."

Peter wanted to ask her more questions, but as the halls filled with more people from the courtroom, their voices became silenced in the chatter. They barely made eye contact, looking down at the ground as not to raise suspicion, knowing how many of the courtroom's inhabitants could have seen them now as criminals.

Kamui came out soon after, ignoring any of the people who asked him questions and directly approached Kendo and Peter, "How are you two holding up?" He asked.

"We're ok, thanks," said Peter, "How do you think it looks?"

"Well, both Rei and Tamika did their best in there. It's about half n' half I'd say. Be thankful no reporters came charging in to twist all the witness stories for the public, or it would be a lot worse for us. They thrive off controversy."

"Why _haven't_ they come in here?"

"Mt. Lady is out there, keeping them busy. She's good at crowd control, or at least keeping all eyes on her."

"Gee, I wonder why," Kendo said sarcastically.

Peter looked out the front window to check the situation of the front door. No doubt, Mt. Lady was outside posing for the press, talking to them and keeping anyone from getting by. Even though this was her job to control the crowd, it was obvious that she was loving the attention, basking in how the men fell for her, and the women became jealous of her beauty.  
"Like I said before," Mt. Lady spoke to the press, "The trial is still underway and can't be interrupted. There are so many other important things you could be covering. Oh! Did any of you see me on the Hellen show last night? They picked me as a candidate for most beautiful female superhero!"

"But Mt. Lady!" Said a reporter, "Are the rumors true that two of U.A High's students could be convicted criminals? Witnesses say they saw them fighting villains without a license? Will they be going on trial as well?"

Mt. Lady suddenly stopped posing, her entire demeanor taking a sharp turn into ice, "Those 'students' saved a lot of lives that day. I suggest writing about the real criminals, and not discriminate against those with good hearts, _sir_."  
Her sour attitude caused the man to back off into the crowd, and everything resumed as it was.

Peter smiled while looking at her through the window. He knew that despite her love for the fame and attention, she still had a good heart that cared for doing what was right. She was a hero who fought because she loved doing good for others, she just so happened to love the attention at the same time.

His eyes darted around the area outside, most of it occupied by reporters and journalists. In the corner, however, just out of sight was a black sleek car parked just across the street. The hood had a painted symbol on the top, one Peter vaguely recognized. The symbol was a silver cross, a crack going down the middle and splitting it in half. Around it was a house shape, concealing the cross within.

No, it wasn't a house. It was a tomb.

While Kendo and Kamui were busy talking to one another, Peter snuck his way upstairs where fewer people had resided. The balcony had thankfully been left unlocked, and he walked over to the edge for an aerial look at the car. The man inside appeared to be watching the courthouse carefully, his hand hanging out the window casually. The windows of the car were tinted, an immediate sign for suspicion. Though the symbol was different, there was no doubt the car belonged to Tombstone. His original symbol was just the cross alone. Despite the changes, he still stuck with the same theme, in fact it was almost _more_ obvious now.

Tombstones men hanging out by the courtroom was no coincidence. There was a good chance he was behind the assassination attempt yesterday, the only question being why. What would Tombstone want Norman dead for? There weren't ever really partners, this is true. However, Norman and Tombstone weren't enemies either; they never had a reason to cross paths with one another. The only thing he could think of was either competition, or information. Norman still knew a good amount about Lonnie and his business, if he talked to the police about it or even let it slip, it would be bad news for him.

"See something?" Kamui put a hand on Peter's shoulder, grabbing his attention away from the car, "You're a smart kid, you don't just disappear unless you have a reason. Talk to me."

Peter's first instinct was to lie his way out of the confrontation. However, Kamui was a hero as well, and he wanted Tombstone off the streets just as badly as any hero would, "That car down there. Silver cross painted on the hood, tinted windows."

Kamui looked down at the street, raising his eyebrows in surprise, "What're you thinking?"

"I'm thinking whoever wanted to kill Norman yesterday has someone watching the courthouse, just waiting for him to come out."

"Why wait? He was pretty straightforward before."

"Because we're on edge, we have you and Mt. Lady keeping guard."

He nodded, grabbing the rail of the balcony, "I'll check it out."

"Kamui!" Peter grabbed his arm just before he could leap off the edge, "This is likely a case of organized crime, you can't just make a direct move like that. This is something that needs to be handled delicately."

He sighed, backing off the rail, "Good point. Depending on how the trial goes, we may end up transporting Norman to the prison. If it comes to that, I could tail behind the transport truck just to be sure."  
"Not too close. If you scare him off, he'll either retreat or call a full assault."

"You seem to know a lot about this stuff."

Peter leaned on the rail, brushing his bangs to the side, "Yeah, well, that lawyer may accuse me of being reckless but that doesn't make it true. Even if sometimes it is …"

"I don't think anything he said was true. You're no criminal, kid. You care about people, and that causes you to act quickly. License exams aren't far in the future. If you take them and pass, I bet all this will blow over."

"I'll probably be back home by then," Peter groaned, "So it doesn't really matter."

"Right … you've had quite the eventful semester, huh? First, you're attacked at the police station, then the school, now here at the courthouse. Anyone would be on edge and stressed, especially with your history with Norman," he patted him on the back, "Leave Norman to us, yeah? It's our jobs, Afterall."

"…Sure. Jobs," Peter almost seemed cold with that final statement. His entire vibe seemed to suddenly scream 'go away'. Kamui just assumed it was a teenager thing, not thinking much more behind the motives of it. He stuck around for a little while, waiting to see if Peter wanted to talk further before he finally exited back into the building, leaving the young man alone with the fresh air.  
Peter could have easily told him his theory that the car belonged to Tombstone's men. However, recent experience tells him that informing the wrong people about his enemies only gets them hurt. Had he not gone to the station, none of those officers would have ended up in the hospital. This was a fight he needed to take care of himself, laws or not.

Almost an hour had gone by before everyone was called back into the courtroom. The sun had just nearly finished setting as the sky became a dark, cool color. Finally, the Jury had come to their decision based on everything that was provided to them. Both lawyers were confident in everything they brought to the court, though they also had their doubts. Tamika worried that the Jury would focus on Peter and Kendo as the real criminals, urging the people to want them on trial and even sent to prison, while Rei worried that all his points flew over their heads, and Norman would spend ample time in a cell.

The Jury entered the room and sat in their seats, all except for one who held a piece of paper in his hands. The judge asked everyone to rise, and everyone naturally obeyed. Peters heart was beating so fast that he could feel it in his fingers as they twitched. His throat became tight and his breathing quickened through his nose. After everything they've been through these last few days, he just wanted this to be over. He wanted Norman to be in a cell where he couldn't hurt anyone else that he cared about.

At the same time, he wanted to give him a second chance.

Kendo suddenly took Peter's hand in hers, sensing the anxiety coming off his body. He rubbed the skin of his palm gently, massaging his nerves to calm him down. Having her there allowed him to let his heartrate slow down, though in return it almost made him cry.

The single member of the Jury cleared his throat.

"On the charges of Assault, attempted murder, and property damage, the Jury finds the defendant, Norman Osborn, guilty."

A wave of sighs rushed across the room as people's shoulder's relaxed from anticipation. Peter nearly fell back into his seat had it not been for Kendo still holding his hand. The two hugged one another in relief and victory, as tears rolled down Peter's face. Kendo laughed, the moment still hitting her with shock. She could tell how happy Peter was by how tightly she was gripping her, likely because he still couldn't register the verdict as reality.

Security slapped a pair of cuffs behind Normans back, who tried his best to keep a straight face. His only hope that day was being found innocent and continuing to search for the stones. However, going to prison would most surely set him back on that plan. He knew not to struggle, so he didn't bother to fight the security guards pushing and dragging him through the courtroom.

Norman glared at Peter once more as he passed by. Whatever respect he may have gained for the hero, the guilty verdict had washed it away. All that was left behind was the same hate he's felt for some time, directed entirely at Peter Parker.

Heaven forbid anything be Norman's fault.

…

Lumina tightened her helmet onto her head, then clipped the straps of her shoulder capes. With the moon now rising and the night beginning its lifespan, she felt her fingers stretch within her gloves with temptation. This was there only chance, the only opening they had to get back on track before it was too late. They couldn't screw this up, they just couldn't.

"Lumina," Otto approached her and placed a hand on her shoulder, "It's going to be fine. We're going to do this, I promise."

"And if Peter gets in the way?" She asked.

"Quinten said he has a plan for that. We go in, take out any Pro Heroes, grab the Gauntlet, and get out. Simple."

"Simple is the way we say goodbye," She stated, "I don't want to screw this up, Otto. Not a second time."

Otto massaged the side of her arm, trying to comfort her and ease her worry and sense of misery, "You are so very powerful, Lumina. Not just in strength, but also in wits. I know that if we stand together, the Gauntlet will be ours soon, I promise."

She didn't want to cry as she was wearing her helmet, instead she let her head rest on his chest, her hands leaning against him. He held her in an embrace and rocked her body back and forth in a rhythmic motion. For a moment, they rested in a place of bliss as Lumina's shoulders relaxed in his grasp.

Quinten entered with his signature costume, all but his helmet attached, "The trial just ended. It's time to move."

Quickly releasing from the grip in embarrassment, Lumina cleared her throat and addressed him, "Ok, let's move before it's too late."


	23. The Broken Promise

Everyone trailed Norman outside as he was dragged through the doors. The reporters immediately ignored Mt. lady and focused directly on him as he came into sight, asking him more questions than he had time to answer. Though Mt. Lady tried to snatch back their attention, the introduction of Norman's presence was just too good to pass up. The security continued to push through the crowd to the police car on the other side of the steps, but their movement was slow as not to harm the reporters in their way.

Mt. lady sighed, giving up as she knew there was no stopping the controversy vampires now. Instead her focus pulled to Peter and Kendo stepping through the doors with faces of relief. A smile across her face, Mt. lady approached the young heroes and pulled them both into a hug, "It's so good to see you two again!"

"It's good to see you too!" Peter exclaimed, quickly hugging her back before she let go.

"I take it the trial went well?" She asked, "By the looks on your adorable faces, at least?"

"It was a close call, but Norman was found guilty!"

"Eee!" The feminine hero squealed, giving them a quick hug once again, "I always had faith it would work out!"

As the three conversed, Peter suddenly glanced at Norman as he was shoved into the back of the police van. He'd be lying if he said there wasn't any guilt for how Norman ended up turning out. Had he not poked around in Oscorp, perhaps Emily would still be alive and well. If he only knew then what he knew now, but that just wouldn't be possible. He knows that he would always make the same choice if given a do over, even if he knew the consequences. A lot of lives were saved by Spider-Man, and that was a trade difficult to make.

The van door was closed shut, and the police climbed into the front to start the engine. For just a moment, Peter wanted to rush over and say something to Norman before they left. Of course, fear stopped his feet from leaving their place on the pavement. He didn't want to make things worse like every other time he meddled in someone's personal emotional affairs. Yet, he had a habit of manipulating them without realizing it, whether it be gaining their trust or hatred. Either way, it always seemed to end in pain.

"I'm going with the truck," Kamui stated, suddenly appearing behind them, "Have to make sure they get Norman to their destination. You two should get home safe and get a good night sleep."

Kendo had no problem agreeing with him, though Peter took an extra second to confirm. Kamui knew it was because he was worried, so he gave him a reassuring look and marched over to the van, climbing atop the roof of it.

Just a moment later, another set of security came through the front doors, carrying the Infinity Gauntlet in a glass container. The reporters tried to approach them to ask questions, but their cold glares immediately pushed them away. Peter watched the Gauntlet be carried to a second police van, placed in the back and locked tight. The fact that they brought it at all was an incredible risk. Much like Norman's transportation, moving it across town warranted unwanted intervention.

That's when the dilemma hit.

One van carried Norman Osborn, with Kamui along to protect him. The other held the Infinity Gauntlet with the space stone, one of the most powerful weapons in the universe. No one truly understood its power, but he did, and he knew it had to be protected.

"Mt. Lady …" Peter awkwardly grabbed her attention, fidgeting with his hands, "That Gauntlet …it needs to be protected. Can you maybe go with it to ensure nothing happens?"

She chuckled, running her fingers through his hair, "Sweetie, don't get so anxious. Of course, I'll protect it, I trust you," With a wink and a wave, she approached the van and climbed into the passenger seat without so much as asking, though the driver didn't seem to mind. There was a surge of relief when Peter could see both trucks protected. Yet, this didn't quench his worry.

"Peter?" Kendo put a hand on his shoulder, "We did it. We won, so why do you look so gloomy?"

He didn't answer, because he didn't know what to say.

The trucks started to drive away, going in opposite directions of one another. His anxiety climbed up a mountain as they grew farther from his sight, his heart beating faster than it should. He knew they were protected by very capable heroes, they that didn't stop him from worrying.

And it didn't stop her, either.

On the roof, just across the street, a figure stood on the roof. He recognized her helmet from a previous night in the city. Her white armor with golden highlights were a dead giveaway for what was about to happen. Lumina leaped across the rooftops as the van started to turn the street, and she wasn't alone. Two figures he couldn't make out followed behind her, trailing in perfect sync.

He tore from Kendo's presence and was ready to follow them, when the sound of an engine stopped him. The black van he spotted earlier started up and turned around, following the van carrying Osborn. His suspicions about it were right; Tombstone wanted Norman dead. Even with Mt. Lady and Kamui protecting them, there was still a chance something would happen despite their efforts.

"Peter?" Kendo approached him, "You're worrying me, what's wrong?"

When the situation finally hit him, his heart sank.

"Crap," Peter jumped into the air and climbed the nearest building across the street, running in the direction of Lumina and the gauntlet. He needed to have faith that Kamui could protect Osborn from Tombstones men, knowing Lumina was the bigger threat. Kendo screamed for Peter to stop, but he didn't listen as he ripped off his cloths to reveal his suit underneath. Now suited up, he started swinging from his webs for extra speed and chased after the van. He could now see Lumina and two others running across the rooftops, this was his only chance to make a move.

Throwing himself into his swing, he leapt into the air and let himself descend onto them. Just as he went to grab them, his hands passed straight through their bodies, turning into green mist that evaporated into the air.

Not just any green mist, but the kind he recognized.

"Mysterio," he muttered, suddenly hearing an explosion in the distance, "Damn it!" He leapt toward the street, swinging off his web and traversing through the air. He was tricked! Stalled just long enough so they could make a move on the Gauntlet! They knew he would try and stop them, they planned for his involvement! As he grew closer, he saw the van had crashed and caught fire, the driver trying to crawl away. Meanwhile, Mt. Lady was unconscious, held up by the metal arm of Doctor Octopus.

Of all people, why did it have to be him?

Landing at the scene, he was almost immediately met with a metal tentacle to the face, just barely dodging it due to his spider-sense and placing himself on the nearest wall. Otto remained where he was, holding the wounded hero aloft as she could barely retain consciousness.

"Otto …" Spider-Man couldn't believe he was seeing him, "I don't want to hurt you."

"I know, that's why you won't stop us."

"Put her down, Otto! Gently! No stupid 'villains take it literally' bullcrap!"

Bowing from where he stood, Otto complied and carefully Put Mt. Lady down on the sidewalk, a safe distance away from the flaming van. Spider-Man leapt down and approached her body, overseeing her Injuries for anything serious. There were a few gashes, bruises and maybe some broken bones, but otherwise she was ok.

"I had to knock her out before she grew, didn't want her trying to stop us."

"Us?" He asked, knowing that he wasn't alone, "Lumina and Quinten here too? It was _his_ trick back there right?"

As if on cue, both Lumina and Mysterio came floating down behind them, both fully dressed in their costumes. Mysterio's was mostly green with purple boots and gloves, a large snow globe-like helmet on his head. With their arrival, Spider-Man was not surrounded in a triangle shape.  
"Good to know you recognize my handy work," Quinten said, "We'll be taking that Gauntlet now, kid. No exceptions."

"I've already got Tombstone to deal with later! I don't wanna deal with you too!"

"Tombstone?" Lumina asked, "What's Tombstone done?"

"What do _you_ care?!" Spider-Man exclaimed with rage in his voice, "You're the one who brought him here! Why do you care what he does?!"

She clenched her fist, her eyes glowing in the dark of the night, "I told you before that I am not a bad person, Peter. I'm doing what I believe to be right."

" _This_ is right?!" He asked loudly, "Blowing up vans?! Harming officers and heroes trying to do what's _actually_ right?!"

"The ends will justify the means, trust me," She said, putting a hand to her chest, "We may be on opposite sides, but that doesn't mean one of us has to be the bad guy."

"Yeah? Then tell Tombstone to stop targeting Norman Osborn? He's trying to kill him; did you know that?!"

Lumina was taken aback, the information clearly new to her. Spider-Man could see the surprise in his eyes, the idea of it shocking her. He should have expected this kind of reaction, knowing his interactions with her in the past. Angry as he was, he didn't mean to throw his anger around. He knew that if anything, she truly believed she was doing the right thing.

"He's …trying to kill him?" Lumina asked slowly.

"Didn't Tombstone go with the others?" Mysterio asked.

"No …no he remained neutral and went off on his own. Yet …I thought he was in our corner regardless. But …" She sighed, "Grab the Gauntlet, we need to go."

"Lumina," Otto interjected, "This isn't your fault."

"No, Peter's right. I brought him here, his actions are my burden."

Spider-Man stood quickly and cocked his head, "What are you talking about? What others?"

"Exclusive information, Peter," Otto said, raising his tentacles, "Sorry."  
Ott's metal arms shot for him quickly, forcing Spider-Man to jump up in the air. Once aloft, another arm came his way and smacked him into the wall, dragging him down and pinning him to the concrete. The arm lifted him up and slammed him down again, repeating just a few more times before he ensured that he was down.

"Maybe this will be a good lesson for you," Otto threatened, "If you try and stop us again, you may not make it through the night."  
Lumina, hearing Otto's threat, did a doubletake to register it. The slight growl in his voice worried her, but she didn't think too much of it as it likely resulted from the heat of the moment. Still, it wasn't so much _what_ he said, it was the fact that _he_ said it. Threatening to kill wasn't something she had seen from him yet, despite how much time they have spent together.

"Otto," Lumina commanded, "Time to go."

Regaining his composure, Otto stretched one of his metal arms toward the truck and opened the steel doors like nothing. Inside, the Gauntlet's glass case had been shattered on impact, but the weapon itself remained intact. Using two metal arms, Otto gently picked it up and retracted it away from the broken vehicle.  
"…No, stop…" Spider-Man attempted to get up, but his injuries stung down to his bones and weighed him down against the concrete. His fingers twitched in the rubble and debris, trying to find the strength to push himself onto his feet, but every attempt only made him weaker after being pummeled by Otto's attacks, "O-Otto!" He exclaimed, only able to make it to his knees, "Don't do this!" he coughed, "I'm begging you! That much power can't be abused."

"She isn't going to abuse it," He stated, "It couldn't be in safer hands."

With a swift motion, his metal arm came crashing down against Spider-Man's body and slammed him back against the ground, knocking him out completely. His head rocked back and forth until the momentum drained from his body and forced him still.

His metal arms carried the Gauntlet to Lumina, gently dropping it in her hands before retracting to Otto's back, "It's yours, once again, Lumina."

Lumina examined the Gauntlet carefully, making sure it was real and not another trick. She almost expected Mirko to come crashing in again and take it away, telling her it was all a trap and beating her across the street. No, this time it was real, and finally in her hands instead of Osborn's.  
Carefully, she placed the Gauntlet over her left hand and felt the metal against her fingers. It was large on her hand, clearly meant for a being much larger than her. It was a concern for another time, however, as they had more pressing matters to deal with.

"Time to go," She said, putting a hand on the space stone and focusing on its power. A large portal opened behind them, their warehouse just on the other side.

"You're making _my_ tricks look like a bunny from a hat," Mysterio joked, "On we go."

Mysterio was the first to pass through the portal, his cape dangling as it dragged through. Otto was next, passing by with a quick comforting glance. Lumina, however, returned it with one of concern, despite how he was unable to see it. When he vanished, Lumina was left alone to examine the Gauntlet once again, its power intimidating her even with just the one stone attached.

"…L-Lumina …" Spider-Man struggled to regain consciousness, unable to move from his face down position against the concrete, "P-please …I'm begging you. Don't do this …"

Silent, she turned to face the portal.

"What do you w-want with the stones?!" He coughed out.

She stood there, unmoving with his words in her head. The gauntlet rested against her chest as she used two hands to carry it. It was a question so many had asked her, and she never gave them a straight answer, not even those she trusted to work with. If she believed anyone would truly understand, perhaps she would finally tell them, and stop hiding behind a mask.

For now, she remained trapped in the light of her own making.

She was gone a moment later, not so much as looking back at him when the portal vanished.

…

Though they were a distance driven away, Kamui couldn't help but hear the large explosion as he stood atop the truck holding Norman. The disturbance didn't stop the officers from driving onward to their destination, likely chalking it up to another hero/ villain battle. Kamui would have done the same, had his gut instinct not kicked in.

Easily, he could have left to check it out, but it was then he took notice of the black car following them. It was the same vehicle Peter pointed out to be suspicious earlier before the end of the trial. The car increased its speed until it was nearly hood to rear.  
Out of the passenger seat, a man in a ski-mask pulled out a large assault rifle, pointing it directly at the truck.

"Incoming!" Kamui shouted as he created a large wooden shield and placed it before the truck. It guarded against most of the bullets as they fired rapidly from the criminal's gun, "Dammit, guess the kid was right," Kamui struggled to regenerate the shield of bullet holes. They tried to drive around the shield and attack from the side, having to cease fire while moving. In this opening, Kamui picked up his large shield and slammed it into the hood of the car. The vehicle flipped over and landed upside down, skidding across the ground with sparks flying.

It wasn't over, however. As it crashed, several more vehicles wearing the same insignia drove out of the alleyway's and turned onto the street, attempting to surround the armored truck.

"It's an ambush!" He shouted to the driver, "Keep moving, I'll take care of them!"

Kamui stretched his fingers and rolled his shoulders back before leaping off the car and into the air. His feet landed on the hood of the nearest car and rooted to the metal. Before they could shoot at him, he struck his hand through the windshield and knocked the driver and his passengers out, then grabbed the wheel to prevent them from swerving. Now in control of the car, he turned it to the left and let it crash into one of the other cars, forcing them both to a stop.

Kamui leapt from it and stretched a thick branch to the next car, tugging himself over and landing on the hood like before. This time he stretched the wood from his hands and wrapped them around the wheels of the vehicle, causing them to skid against the street and leave a trail of tire marks before they popped entirely.

He was ready to leap onto the next car, but a pair of headlights caught him like a deer. Coming from the open street, another black car came rushing at full speed, with no signs of slowing down. With only a second left to react, Kamui jumped to the side and avoided the crash as they came crumbling into the side of the building, immediately catching fire.

"Come on!" Kamui shouted, getting to his feet and rushing for the now burning hunks of metal. He ripped the doors off each of the vehicles and pulled the survivors out, dragging them as far from the fire as possible. Just in time, they finally exploded from the leakage of oil, and the flames erupted into the air. Even at the distance he was, he could feel the heat coming from the wreckage.

He grabbed a walkie talkie from his hip, and pressed the call button, "Hey, is the transport truck safe?!"

Static came in before the voice, " _Yeah, Kamui, we're safe. The rest of them seem to have backed off after the explosion."_

"Good, keep moving until you reach the prison, I gotta handle cleanup."

He groaned after hanging up, looking back at the street and seeing just how much cleanup he had.

"Tombstone …" Kamui muttered, remembering the name Peter had mentioned, "Just who is this guy?"

…

An hour had gone by since the incident. There was a win, and there was a loss. Norman was safe; his assassination prevented. The Gauntlet, however, couldn't be protected even with the effort of two heroes, both left on the ground, and only one was found when the ambulance arrived.

Spider-Man had since been removed.

It took him time to regain consciousness, his vision blurry from the concussion. As he came to, so did his memory of what happened with Lumina, Mysterio and Doc Ock. He could still feel bruises in his body, and likely some broken bones as well. Had it not been for his accelerated healing, he likely would still be unconscious and battered.

Strangely, it wasn't concrete that he felt beneath his body anymore, nor did he feel the coldness of the nightly air. Instead, he felt a soft bed and a pillow under his head, a lamp was lit on a dresser next to him. He was able to make out more details as his vision cleared up, though a ringing still sounded in his ear. The room's walls were shades of light unsaturated green, with sky blue across the ceiling. It wasn't too large, but big enough for a dresser, desk, closet and a bed next to a window. On the floor, he spotted the top piece of his costume along with his mask, folded neatly. Across his body were bandages to stop any bleeding, a medical kit sitting on the edge of the bed.

Along with her.

Seeing him stirring, Kendo didn't even bother to look at him, feeling a mixture of anger, concern and relief, too much to begin eye contact with, "You really are a serious dumbass, aren't you?" She asked rhetorically, "You threw yourself into danger without so much as an explanation."

He wanted to sit up but found his body to be too sore for such an action. When he spoke, his voice was weak and rough, "Kendo, I-"

"You said you weren't doing this anymore!" She shouted, finally making eye contact after settling on anger, "You promised me that you stopped this! Then you just jump right into the fire!" She started crying, overwhelming adrenaline getting to her, "How long have you been back at it as Spider-Man?! Right after the police station?! The school attack?! Don't lie to me _again_!"

He couldn't maintain eye contact for too long, the guilt heavier than he could hold. When he tried to speak, the words left his mind before his mouth, and left him blank on the battlefield. She wanted an answer, and though he had one, he knew it would only make her angrier.

"I couldn't just do nothing," His voice was weak, having to speak slowly in order to sound clear, "The Gauntlet was being pursued by villains."

"Mt. Lady could have handled it."

"She was knocked out when I got there, and I still couldn't stop them from taking it."

"I know, it's on the news. Be lucky no one else saw you, or even found you before _I_ did."

He shifted his shoulders, pushing himself up on the pillow, "Thank you for helping me."

"Don't," She scolded, her voice cold, but dipped in concern, "You're lucky that I don't turn you into the police for what you just pulled. All you did was prove that attorney right about you, that you'd willingly break the law!"

"To protect-"

"I know!" She silenced him, a moment of silence creating tension between them, "To protect everyone …I know."

It was Peter's turn to start crying now, his tears stinging the wounds on his face. The last thing he wanted to happen today was this. There was no mask to hide his shame, no glasses to cover his imperfections. His guilt and mistakes were out in the open to be judged by his friend, by Kendo. A girl he trusted with his feelings, his vulnerability, and the danger of his life. Now, she would judge him for all his sins, and he would bathe in that guilt, feeling as though he was burning from the fire of his shame.

"…You aren't going to stop, are you?" Kendo asked, choking on her tears.

"…No," He sobbed, "N-No I'm not. I c-can't," Peter sniffled, trying to speak through the hiccups of his remorse, "The stones …they're h-here because of me. All o-of this is because o-of me. I have all the-these powers, I can't ever squan-squander them. If I do, then m-my Uncle Ben died … for nothing!"

She didn't say anything for the longest time, simply looking at him with a hand just barely gracing her face. She knew, she always knew that no matter what she did, he would always continue being Spider-Man. As angry as it made her, she understood where he was coming from and what motivated him to put on the mask. With a sigh, she finally gave up trying to convince him to see things the way she did. Guilting him, or even forcing him wouldn't do any good. He was dead set on being Spider-Man with or without her support. Peter wasn't doing this because he wanted to prove himself, it was because his heart told him it was right.

"Is this your room?" He asked, glancing around at the walls and windows.

"…Yeah. I had to bring you to my house. Don't worry, my parents aren't home yet, but we don't have long before you need to go."

The tension grew, and she knew she had to say _something_.

"Funny how you wouldn't let me fight at the school attack, yet your throw yourself into danger again and again."

He laughed, feeling pain in his ribs, "Well, that's a super hero in a nutshell. We're basically super powered hypocrites."

She laughed in return, trying her best to suppress it, "Is that what we are?"

"Pretty much, yeah."

In a moment of emotional takeover, Kendo gently reached over and hugged peter tightly, carful not to hurt him. Her tears dripped off her chin and onto the pillow, staining it and the fluff within. He wanted to hug her back, but he simply didn't have the strength to do so. Peter just sat there and let her show affection to him. As much as they disagreed, she cared about him just as he cared about her.

And they both knew it would get them hurt.

"…I won't stop you," She finally said, "I know that I can't. I'm just going to ask you to be careful."

"…Lumina has the Gauntlet now," Peter said, causing Kendo to let him go and listen carefully.

"How much trouble are we in?"

"… I… I don't know."

…

Detective Naomasa carefully jotted notes onto a piece of paper, sitting quietly alone in his office. In front of him were case files spread across the desk, with photo's and collected data of the many new supervillains to pop up in the last few weeks. Among them, however, was a file unrelated, yet the others wouldn't be complete without it. This was the file he noted the most in his search.

The file of a young hero.

A knock came to the front door, startling the detective. Regardless, he caught his composure and addressed his visitor, "Come in."

In through the door came All Might, reduced to his weaker and less threatening form. He looked tired, likely from the hero work he had done that day. The attack at USJ reduced his time limit, so he had to fit more acts of heroism into a small window. No wonder he had bags under his eyes.

"Naomasa," All Might greeted, "You sounded so urgent on the phone," he sat down in the chair across from him, almost feeling like he was about to be interrogated by his close friend, "What was so important that you wanted to meet in person?"

Naomasa didn't respond with words, instead he grabbed the file folder on top of the rest and handed it to him. All Might opened the folder, not quite sure what he was expecting to find inside. What he did, however, was enough to shock him with confusion as he flipped through the papers and photo's, "Hey …what's all this for?"

"After the events of today's trial, I was asked to create a case around _him_."

"But …why?!"

"Though Norman Osborn was found guilty, his lawyer did bring up some interesting points that needed looking into. When we had, we found several plot holes that only Rei's evidence could fill. That's why I called you here."

All Might placed the folder down, crossing his arms with one hand on his chin, "What do you need from _me_?"

"I need you to tell me everything you know about Peter Parker."


	24. Whether it's worth it

"I need you to tell me everything you know about Peter Parker."

All Might sat there in disbelief, watching the expressions his dear friend showcased. Of all things to consider Peter Parker to be, a criminal was not something that came to mind. While Naomasa didn't directly say that's what he was suggesting, he's known him long enough to understand when he's poking at a hidden idea. All Might nearly decided on entering his strong form just to form the courage to demand an explanation. He wasn't young anymore, though, and a move like that would only make things worse.

"This is insane!" All Might exclaimed, doing his best to retain his confusion and fury, "How could you be building a case around young Parker? He's saved a lot of lives since coming here and has only ever acted in the best interest of those around him."

"I'm fully aware of his efforts in the school attack, as well as the court room assassination attempt," Naomasa leaned his head on his hands, "However, there are still too many plot holes that I cannot ignore."

"Norman's lawyer tried to criminalize him and another young student who only ever helped people!"

"All Might, just listen," He gestured for his dear friend to calm his nerves, trying to defuse the tension, "I looked into the records of the school Peter attended in America."

All Might finally backed down, suddenly curious, "Marvel Caliber University, yeah. What about it?"

"Though _our_ records show he attended the school and was transferred here for a semester, I called the head of their complex. _Their_ university had no records of Peter Parker going there until the same day he arrived in Japan."

All Might's confusion grew larger, causing him to sit back in his chair, "How's that possible?"

"There's more. The nearest airports also have no record of a Peter Parker checking in with a passport, I even expanded to any airports further out. So, I got in contact with the police force back in New York City, America, and they gave me this."

Naomasa placed a photo of Peter Parker on the table. He was dressed in a casual vest, wearing glasses with his hair combed back. Peter was standing alongside his aunt and older man, just outside a comic book shop, "This is Peter Benjamin Parker, and this photo was taken in New York," he paused, " _Yesterday._ "

All Might's eyes widened as he observed the photo, "There's no way he could have gone back and forth so fast, unless he was a teleporter!"

"It gets stranger," He handed him another photo, this time Peter was dressed in his school outfit, walking away from the school with his friends Momo, and Izuku, "This was taken at the school yesterday as well. According to the timecodes of both these photos, they took place at the exact same time."

All Might held the two pictures in his hands, trying to make sense of what was going on, "What are you saying? That there are two of them? Or is one of them an imposter?"

"I don't know. I only know that the Peter Parker in the photo from America never went to MCU, nor did he ever acquire any sort of quirk. His parents are both deceased, so he lives with his Aunt and his Uncle. If I remember you telling me correctly, _our_ Peter claims his Uncle to have been shot and murdered, and evidence clearly states he has a spider quirk, so shapeshifting is out of the question for him."

"But it still doesn't add up! Why are there two of him?! Why does _our_ Peter not have any records?! I don't understand what you're telling me, Naomasa!"

"I don't understand either. So far, this Peter hasn't shown any reason to be a threat to us, but I'm having him put under surveillance starting soon. Overcast is going to continue watching over him from a distance in case we find anything suspicious. As far as we know, the first time Spider-Man was ever seen in Japan as when he stopped The Rhino. But that's it," he leaned forward, "There's nothing else."

All Might slowly put the photo's down, his hands placed on his knee's as they shook. He didn't want to hold any suspicion for young Parker, not after everything he's done. He's excelled in his classes, made friends with the students of 1-A, saved lives despite the legal issues, and all around been an upstanding citizen. Of course, he'd be lying if he said the evidence wasn't stacking up. But that just begs the question; what would Peter have to lie about, especially if he has no records? Was he not the real Peter? Or was the one in America fake? All they can confirm is that the puzzle pieces don't fit, so the picture remains unclear.

"So, I need to ask you again, not only as a friend but as a detective," Naomasa sat back again, "I need you to tell me everything you know about Peter Parker."

…

The moon still hung in the sky as the time began to reach midnight. Peter had spent the last 20 minutes swinging slowly through the city, remaining as high as possible so those on the ground couldn't see him. He had to remain at a slow pace so as not to push his injuries further. His arm remained straight as he swung, a bruise close to where his joints met. He knew how late it was, and how angry they might be.

When he landed near the house, he rushed to an alleyway and grabbed his spare backpack hidden in the dark. Inside was a spare set of cloths, having tossed his last set to the side earlier that day. After changing and stuffing his spidey suit in the bag, he threw it over his shoulder and made his way to the apartment.

Going through the front likely would have disturbed everyone sleeping, so he decided to scale the wall with his chest close to the building. It didn't take him long to reach the window to his and Izuku's room.

Just as he reached for it, however, the window opened itself, and Izuku's head popped out to greet him. He was dressed in his nightly cloths already, though his expression said he had been up for some time.

"…You should be asleep," Peter stated.

"You should have been home hours ago," Izuku retorted, "May and mom were worried to death about you. If they hadn't already gone to bed, you'd be getting an earful. You're lucky Kendo texted me and said you were hanging out."

"She texted _you_?"

"Sure. We talk sometimes, kind of just happened. Friend of a friend, we traded numbers in case of an emergency like this one."

Peter let himself sit back on the wall, holding his knees close to his chest, "I'm sorry, I should have called ahead."

"You wanna come in? I can barely see you out here."

Hesitant, Peter shook his head, "I'm tired, and the light of your lamp will hurt my eyes."

"Well, you can't stay out in the cold."

He had him there.

Sighing, Peter climbed through the window and stood next to Izuku, who could finally see him in full lighting. Peter's entire body was covered in scrapes and bruises, dry blood scattered to a few key areas. Izuku could only cover his mouth in a gasp after seeing the state he was in.  
"Peter …what happened to you?! I thought you were with Kendo!"

"I was! I really was!"

"Are you ok?!"

"I'm fine! I was …I was training with Kendo."

Izuku's face was a mix of shock and confusion, "…Training?"

"Yeah …I wanted to help her train for the Sports Festival. I guess it kind of got out of hand."

"Out of hand?!" He whispered violently, "Have you looked in the mirror yet? Here lemme help," Pulling out his phone, he opened it to the camera and showed him his face, "That! That's you right now!"

Peter gently pushed the phone away, scratching one of the bruises on his face, "I'm ok, Izuku, really. We got really intense during training, she's got a serious left hook… and right hook …and everything else."

The shock of the moment was just more than he could deal with, and Izuku finally gave up with a sigh, "It's just …after the incident yesterday, I was worried something happened again. You're a great friend, and I really don't want to lose you."

Peter, taking Izuku by the arm, sat him down on his bed and placed himself at his side, "If you're worried _now,_ wait until you become a Pro Hero. Putting yourself in harms way becomes apart of the job description. Worrying is the number one thing your loved ones will be doing."

"Doesn't make it fun …" muttered Izuku.

"No …no it does not," He patted his back, "It's late. We should get some sleep for tomorrow."

"Yeah, we should," Izuku stretched his arms, "You should see the nurse as soon as possible though, otherwise you'll be stuck like that for a while."

"Ah don't worry," He gestured, "I heal fast."

He couldn't help but still feel suspicious of Peter. Kendo claims they were together, and _he_ claims they were training. Still, something about it didn't sit right with him. Suspecting his roommate of lying wasn't a deed he wanted to sign, but he couldn't help but let the ink drip from the pen.

"Izuku …" Peter's vibe suddenly grew dark and serious, the innocent smile gone from his face, "If anything happens to me, can you promise me something?"

"If something happens? Oh my god! Are you dying?!"

"What? No! I'm not dying I- just listen. With these villains after me, if something happens, I just need you to make me a promise.

Though he was still concerned for the sudden proposal, Izuku managed to keep himself calm and nod.

"Promise me you'll take care of May. She needs someone; a family to be there for her. If something happens, please be that family for her."

The green haired hero had to do a double take to comprehend the deal presented to him. Of course, he would take care of his Aunt regardless, but it was the way the idea was presented that made him worry. The thought of losing Peter at all made him scared, especially knowing his enemies and instinct to protect others. Still, Izuku locked his fingers together and sighed, staring at his feet as his toes fiddled with themselves.

"Ok," he finally said, "I promise."

With a breath of relief, Peter patted his shoulder and stood from the bed, nearly jumping onto the blow-up bed set for him in the corner. Though he seemed so relaxed and ready to sleep, Izuku wasn't. His muscles tensed and stiffened with every thought, even as he laid his back against the mattress.

No, suspecting his roommate of lying definitely wasn't a deed he wanted to sign.

…

The coming school day marked just a few days left until the Sports Festival. This was the period where everyone had been resting; their muscles too sore from the constant training. Even the Heroics class took it easy on the lessons, knowing how everyone needed to save their energy. This wasn't the only reason, however.  
All Might, the Heroics Class teacher, needed to take his excitement down a notch or two. Everyone believed it was because he was giving them a well-deserved break, and while this was true, it wasn't all that motivated his lack of effort. No, what brought him down was Peter.

And how because of him, he lied to his close friend.

When asked to tell Naomasa everything, All Might couldn't bring himself to spoil all the details. He said what he could about Peter's personality and usual habits, but not the secrets he entrusted. Secrets about his power's origins were something he just couldn't give out, especially since it was a detail so personal that he still shared it with Izuku. All Might himself knew all too well the price and motives of keeping a secret like that and giving it out on a whim wasn't an option, either out of respect or out of duty.

In this case, it was respect.

The class came to an end as it always did, with everyone placing their suitcases back into the wall compartments. All Might stood at his desk, not so elegantly as he has every day prior. Not many people took notice to his change in attitude, as he always had a smile on his face regardless. Some of the students recognized the change but didn't see it as significant enough to call him out on.

As everyone began to leave the classroom and continue with their day, All Might called out, "Young Parker! May you stay behind a moment?"

"OOOooo you're in trouble!" Cried Mineta, only to earn a slap to the head from Tsu and a kick out the door from Momo.

Curiously, Peter held one of his backpack straps and approached All Might's desk with a raised eyebrow, "Something wrong?"

"No!" All Might cried, immediately clearing his throat to compose himself, "No, I just wanted to check up on you. I know Norman's trial must have been tough for you."

"Oh," he sighed, relaxing his facial muscles, "Yeah, no yeah it's been an emotional few days. I'm just glad that it's over."

"I also heard that Gauntlet was stolen again," He brought up not so casually, "How do you feel about all that?"

At the mention of the Gauntlet, Peter could only remember the bruises and cuts he earned from trying to stop its theft. Had he not gone to the nurse that morning, he'd still look like a walking corpse, "It's …hard. I really want it to be returned home before all this is over."

"'All This'? What do you mean?"

"Oh, I mean … the semester. I'm not here much longer, so I'd like to find it."

"Have you considered contacting Pro's from America?"

Peter sighed, smiling and tightening his bag straps, "They're always busy. You can never really rely on their help when you need it. I should probably go before I'm late for the next class."

"Right …of course."

Peter had begun to leave, but All Might's voice stopped him once again, "Hey!" he shouted, grabbing his attention quickly, "…Do you remember what you told me that night in the hospital? You said that the hero system was flawed. Do you still believe that?"

"…Yeah, I do. Too many heroes are on their high horses and need to remember why they wear masks in the first place."

"Not everyone wears a mask."

"…Maybe they should," He shook his head, "I gotta go. See you tomorrow."

Peter was gone before All Might could get out another word. He hoped that his opinion would have changed after everything calmed down, but he was as stubborn as he was at that age. The fact that Peter refused to call for help from home confirmed a few suspicions of Naomasa, that Peter wanted to go at this alone, whatever 'this' may be.

That aside, he could feel the vibe coming from Peter. The tone in his voice, the language of his body, it all screamed hero.

Hero, in a tragic and painful scream.

…

As the school day came to an end, everyone left with their respective exit buddies. Izuku would always leave with Ururaka, Tenya and Peter. Mina had begun to leave while chatting with Tsu, Toru and Denki. Most parted ways after reaching the gate, heading off to train for the upcoming sports festival.

Others, however, left together.

Momo and Kendo arrived at the empty baseball field, where thankfully no practice was scheduled that day. It didn't take them long to change into cloths more suited for exercise. Each of them wore running gear, perfect for intense training and matching to their costume colors.  
"So, how do you wanna start this?" Kendo asked, "Warm up first?"

"That would be beneficial, yeah," Momo replied, twirling her body and looking around the field, "How about three laps around the field. Just a simple jog should be enough to get our hearts pumping."

"Not a problem," Kendo stretched one leg out and pushed down on it, alternating between each of her limbs, "So, what do you normally do when you train?"

"A lot of eating, actually," Momo said as she began stretches of her own, "My ability turns energy into objects. The more that I've eaten recently, the more of an object I can make. How about you?"

"Lots of lifting. My Quirk makes my hands grow several times their size, but that doesn't increase my strength. So, I had to work on my muscles just so I could lift my hands after their mass increases."  
After mentioning this, Momo took notice of Kendo's limbs and how physically developed they were. While Momo worked on her endurance to pushing her Quirk, Kendo worked more on her physical strength to improve the use of her abilities. Even if her Quirk were deactivated by someone like Aizawa, she could still hold her own with the strength she acquired to exert her power.

"So, does that mean you can't …you know …gain weight?" Kendo asked, "I mean, if you can turn that energy into non-living objects, does that mean your turning your fat into weapons? Don't go making me jealous now."

" _You_ jealous?" She asked, "Look at you! You're as fit as someone our age can be!"

"I've worked at it for a long time," Kendo corrected, "At the beginning, I would be dragging my embiggened hands around for exercise. What about you?"

"Well, we noticed keeping a diet was making my power weaker. Allowing me to eat _more_ allowed me to convert more energy into bigger objects. Though, I can only make so much at once before I need to rest, so I can't overeat anyway. Meaning, calm down, no need to be jealous."

"Ah, but you see, jealousy makes for excellent competitive motivation."

Grinning at her, Momo finished her stretching and shook the tension out of her limbs, Kendo doing the same. Grabbing the nearest stick, Momo approached the space behind home plate and drew a line from it to the fence, waving the stick and pointing at the surrounding area, "Stay along the fence and run three times around. It's not a race, so let's just pace ourselves, ok?"

"Sounds good," Kendo placed herself on the starting line next to Momo, rolling her shoulders up and down and doing minor hops to prepare herself. "Hey, so Momo, can I ask you something before we get started?"  
"Sure, what is it?"

"Mina, the pink one in your class, does she like Peter?"

Momo raised an eyebrow, but answered her all the same, "She told me that she likes how Peter appreciates her. If you're asking whether she has a crush on him, Mina never confirmed it goes that far. I think she just grew an attachment to him because she doesn't always feel important, and Peter treats everyone like the most important people in the world."

"So, not so much love as it is appreciation and admiration?"

"Yeah, that's right."

"Mhmm, and what about _you?_ "

She was taken off guard by this, briefly looking away as to avoid her question, "Is there a reason you're asking this?"

"Well, now I'm asking because you're all red and defensive," Kendo giggled, "You don't have to say anything."

"Where did that come from anyway?!"

"Ready, set, go!"

Kendo took off quickly before shifting into a jog, the shock of the moment making Momo stay at the start for a few seconds before sprinting to catch up with her. Even though they were now moving at a similar pace, Kendo still managed to keep ahead thanks to her advanced physical state. Momo was suddenly focused on beating her and getting ahead despite claiming earlier that this wasn't a race. Why was she so bent on this now? Was It Kendo's question about Peter? Admittedly, she admired Peter for his intelligence and wits, but much like Mina, she hadn't confirmed it to be any sort of romantic interest.

"So, Momo!" Kendo slowed down to run at pace with her partner, almost running hip to hip, "What was the first thing you ever created with your Quirk?"

Momo laughed, "It was a rattle."

Kendo laughed next, "A rattle?"

"I was little, and mom took mine away because I wouldn't stop shaking it. I wanted one so badly, and one just suddenly popped out of my belly. I guess I must have known how it was made, because I barely remember doing it. Point is, she could never take my toys away again because I always made sure I knew how to make them."

"You sound like you were spoiled."

"Every kid is at first. How about you? When did you first use your Quirk?"

Kendo grinned, "Some kid was being cocky in school because he was winning at arm wrestling. Someone needed to knock him off his high horse, so I took the challenge. While we were arm wrestling, my hand suddenly grew twice the size and nearly crushed his. His parents were not happy."

"What about _yours_?"

"Oh, they were thrilled I had developed a Quirk, didn't even ground me for nearly breaking his hand. Wanna know the most ironic part?"

"Do tell."

"His name is Neito Monoma, and he's in class 1-B."

"Seriously?"

Kendo nodded, "I'm always having to knock him down a peg. He has a serious superiority complex, especially toward class 1-A. He'll probably be the most competitive of our class towards you guys."

The two of them reached the finish line after having run three laps. They took a moment to catch their breath, Momo having to lean on the fence, while Kendo pushed her hands onto her knee's. Momo picked up a towel from her bag and wiped the sweat off her forehead before passing another towel to Kendo.  
"I assume you aren't going to tell me what Neito's quirk is?"

"Nope, sorry. That's cheating, I've already told you a lot about my own power."

"In exchange of telling you mine, to be fair."

"Very true," Kendo dropped her towel and stretched her arms across her body, "So, how about we continue with a light sparring match, sound good?"

Momo rolled her shoulders and put her fists up, grinning at her opponent, "Ready when you are."

…

Dinner at the Midoryia household was normally chipper and upbeat. They always had something to talk about as they ate, whether it be what happened that day, what will happen, or just telling each other jokes. It had become more so when Peter and May had joined the house, adding more voices to bounce idea's and stories off. The night was never dull with them around.

That is, except for tonight.

The four of them were gathered around the table eating away at the meal prepared my Inko, with Izuku and Peter's assistants. Even during the preparation, the arachnid could see something was amiss. There was a tension in the air that prevented anyone from speaking beyond what was necessary. This was the first night this happened, and there had been no build up or prior evidence.

So naturally, he knew what was wrong.

"Ok," Peter said, somewhat startling everyone with the shattered silence, "I know what this is about."

"What do you mean?" Inko asked.

"You and May are still upset with me for coming home late."

The two women looked to each other, knowing fully well that he was right, "You worried us, what else do we need to say?"

"Something?" He suggested, "We should be able to talk to each other? Right? So why is it that you don't want to?"

Izuku joined into the trading of gazes between the three, and Peter tried to follow their eyes for the answers. He could see confusion, worry and even messages of guilt passed between them. Whatever they wanted to say, they felt bad about saying it. It was only then that it clicked with him.

"You don't believe I was actually out with Kendo …do you?"

Clearing her throat, Inko spoke up, "May …told me about when you went out in the middle of the night, to 'clear your head' she said."  
It took him a moment to figure out what she was refusing to. She was referencing the first night May was here, when Peter snuck out to do some late-night swinging and think to himself. An event he hoped she wouldn't talk about, but of course, she only ever acted in his best interest.

"Yes, I did that. Why does that make me suspicious?"

"We aren't suspicious," She continued, "We're just worried. You have a lot of enemies, and Izuku thinks that-"

"I thought you may have been attacked on your way home," Izuku cut in to finish the thought, being that it was his alone, "You've been at the center of so much recently with all these villains, so I thought one of them attacked you again."

"Izuku …" Peter knew he was smart, smart enough to know injuries like what he sustained weren't from training. After all, it was a habit of his to constantly study any heroes he comes across, Peter included. The only way to ease their minds was to be honest, or at least his version of it. Frankly, he told half-truths so often that he almost didn't know how to show the whole picture, "Yeah …ok, yes. I was attacked by three villains."

May dropped her fork from her hand, Inko's eyes widened, and Izuku just looked down at his lap with despair.

"I didn't want you all to worry, but I did get attacked. I managed to drive them away, but not without a few scrapes. I know you were all worried for me, and I'm really sorry I didn't tell the truth. I hope you can understand."

The scrape of Izuku's chair against the ground made Peter's heart jump. The young Midoryia stood from his chair without even grabbing his plate, and marched from the table and into his room. The door practically slammed shut with a gust of wind reaching the dining room, making Peter's fingers twitch with worry.

"…I should, uh…talk to him," Peter gently stood up and treaded carefully across the floor, leaving Inko and May to their own bubbles of emotion.

He slowly entered the room, the lights still off despite the already present figure of anger. Izuku was sitting on his bed, his hands gripping his thighs rather tightly, trying to release that anger through pure pain and pressure. Peter didn't quite know how he was going to approach him; this wasn't a state he often saw him in. In fact, he has almost never seen him get angry before, not even over Bakugo's insults and demeaning comments. No, this was something that dig far deeper than some bullying.

"…Izuku?" he called out quietly, "Do you wanna talk?"

"Am I going to lose you?" Izuku suddenly asked.

"What?"

"Am I going to lose you? Just tell me that now so I don't have to be surprised," tears started flowing down his face, as he began to hiccup off his own sadness, "Just tell me! How many more times am I going to have to wonder if you'll be ok?! You were attacked at the station, then at the school, then at the courthouse! And now this! Is this what it will be like for my mom when _I_ become a hero?!" He looked up now, his eyes red and sore from the pain, "How can anyone do that to their loved ones?! I thought we were heroes?! How could we willingly do that to the people we care about?!"

"…I ask myself that all the time," Peter closed the door behind him, sitting down on the blow-up bed with his fingers locked together, how own eyes beginning to water, "I won't sugar coat it. This is exactly what it is like. We go out there knowing we may not come back, and if you're loved ones don't know you're a hero, they may never know what happened. I never wanted my aunt to worry, so I never told her I was Spider-Man until I felt I had no choice. To me, being a hero isn't a profession; it's the life I've chosen to live. And it's a dangerous one, no matter how you look at it. That's why it can't be squandered."

"…I'll hurt my mom."

"And I'll hurt my aunt. There's no avoiding it."

Izuku wiped the tears from his face, slowing his breathing and wiping the tears on his blanket, "…I'm so sorry," He sniffled, "For crying, I mean. I really am a crybaby."

"Who says that? Bakugo? He doesn't know anything about you."

"He's known me since we were kids."

"Yeah, and he picks on you, making you feel worthless because he hates how nice you are."

"But he's so much stronger than me."

"Oh, come on! That's total bullcrap! You destroyed a massive boulder the day we met! With one arm! While the other limbs were broken! If anything, you are plenty capable yourself. Don't put yourself down so much, you're so strong, Izuku. I know that you'll be a fantastic hero one day, I just know it."

In a fit of emotion, Izuku leaped from his bed and wrapped his arms around Peter. His tears ran down his face and dripped onto his back, but he didn't seem to mind. He just held his dear friend there as he tried so desperately to speak but found no way to form words. Izuku just didn't have the energy anymore, and just let himself sit there in his arms.

…

Lumina placed the gauntlet down on the table, next to where Quinten had placed his helmet. The power of the stone clenched into place hummed against the golden metal of unknown origin. Octavius, her and Quinten stood around it, as if they didn't know just what to make of it.

"I told you we'd get the Gauntlet," Otto said, "Now that we have access to Quinten and I's world again, we're back on track."

"Yes …but we still have a few obstacles to drive over," Lumina crossed her arms, "Tombstone wanted Osborn dead."

"So? How does that affect us?" Asked Quinten.

"Organized crime is one thing, but assassinations are another. If he wanted Osborn dead out of fear or whatever other reason, then that makes him dangerous to us too. It would only be a matter of time before he decides to target us too."

"So, what do you suggest we do?" Otto asked, "We can't just storm the castle."

"I know …give me some time to think."

Quinten then unclipped his cape and sat back down on the couch, pulling out his notepad and turning on the TV once more.

"Otto?" Lumina tugged for his attention, pulling off her helmet and setting it to the side, "About before, when we fought Peter …"

"What is it? You sound worried."

"It's just …what you said to him, the way you threatened him, I just want to be sure you didn't actually plan to kill him."

"What? Of course not! I just wanted to scare him into staying away, that's all."

"…Right. Ok, I'm sorry."

Otto patted her shoulder, "Don't be, I understand. I'm going to continue working and designing. Now that we have the Space Stone again, we can access the vibranium of my world."

He walked away with idea's brimming from his head. While Ideas of excitement came from his eyes, ideas of worry came from hers.


	25. Taking Initiative

Hatsume carried a bag of scraps and metals across the school grounds and through the hallways, earning looks of confusion and concern from anyone she passed by. Of course, she didn't bother paying any attention to them, they weren't apart of her world, Afterall. Her mind remained on the topic of all the different things she needs to finish building for the Sports Festival. Most people's quirks allowed them to enter without any help, but not her. Her quirk worked only with her sight, allowing her to see up to 5 kilometers if she focused enough. Still, it wasn't flashy enough, and she needed to be flashy if she was going to be noticed.

She entered the invention shop as she had every day prior, expecting her inventor in crime to be working away at that fancy suit of his. Instead, however, she found him head down on the desk with his suit to the side, plugged into a computer as he slept away with snores filling the room. She dropped her bag of scraps to the side and approached him curiously. His computer was left open, with an upload sign reaching 56%. Cords connected the suit to the computer, likely another update file for the tech he's been putting in.

She poked at him, seeing if he would have any sort of reaction. He didn't instead, continuing to sleep on with tired eyes. She heard that things had been eventful for him, having to be a witness for a case then being attacked that same day. He always seemed to be here before her, as well, telling her he had been working every free second to finish his suit. She knew what that was like.

Reaching into one of the upper drawers attached to the wall, she pulled out a large bag of cotton that had been stored there as a backup for arts n' crafts. She lifted Peter's head gently and placed the bag of cotton under it, setting it back down and letting his head rest onto the bag. It certainly had to be more comfortable than the table. It was then she noticed he had earbuds plugged in, connected to his phone and playing music she could just barely hear. Curiously, she took one earbud and listened to the music that played.

The music was soft and sweet, a light violin playing along with a piano. Lyrics followed soon after.

 _"_ _Leaves turn brown, and snow falls white.  
Grass grows green, and the sun shines light.  
Close your eyes and see. All of this beauty,  
It comes from you"_

Hatsume smiled, putting the earbud back in his ear without waking him. "Catchy," She said, strolling over to her bag of scraps and yanking them out onto the table. Enough mushy stuff, she thought, it was time to get to work.

Some time had gone by, Hatsume had already finished at least two prototypes for her gear meant for the Sports Festival. Just as Peter had fallen deeper into slumber, an alarm sounded him his laptop and woke him with a jump. He rubbed his eyes and looked to the screen to find his program had finished downloading.

"…This is it," he realized, "Hatsume this is it! Get over here!"

Hatsume dropped her blowtorch and lifted her goggles, quickly rushing over in excitement, "Is she ready?!"

"She's ready! Step back!"

Hatsume took a step back, nearly jumping in excitement as Peter slowly approached the suit. He grabbed the center of the waist belt, where a gear-shaped nob was present with a glowing green core. Carefully, he twisted the nob clockwise until it clicked into place. The suit started to pump a green like into the crevice's, starting at the belt. Gradually the suit began to reflect like a mirror, until it had completely vanished from sight, not even a shadow left behind as proof of its existence.

"I did it!" He exclaimed, pumping his fist in the air, "I did it! I actually managed to line up the reflector relays and sync a reflective surface on both sides of the material!"

"You made a big-time stealth suit!"

"I made a big-time stealth suit!"

Peter nearly leapt into Hatsume's arms as they danced around in a hug, "This is so exciting!" Shouted Hatsume, "You literally defied the laws of physics because you could! Can I use some of this for the sports festival? Those stealth relay babies as you call them are nifty! I promise I'm a good baby sitter!"

Peter released her from the hug, "Sorry, but I'll be keeping these to myself for now."

"Phooey, makes a scientific breakthrough and doesn't share with me. Don't you want people to see your fabulous babies?!"  
Peter was hesitant. He knew the real reason he made them, but she didn't and likely wouldn't understand, "I need to run more tests and make a final product. There's still so much I need to perfect, like it's length of function, time of power source depletion, you understand I'm sure."

"Mmmmmmmmgh true. Fine! Fine! Keep your adorable babies to yourself, you protective parent!"

"Doubtful," he said, grabbing the belt nob and twisting it back to restore the suits visibility, "I would not make a good father."  
She had just started walking back to her side of the room when she heard that, and stopped to register his words. Confused, she turned back around and said, "Why do you think that?"

"My life is dangerous. I have too much baggage. And other reasons that I would just be a terrible dad and husband."

"Well that isn't very nice to your babies. Shame on you," She turned back around and went back to work. Peter sighed, the thought of living a normal life weighing on him. True, before his powers he did wonder about finding love, starting a family and living like everyone else. But there are people who will always need Spider-Man, and for as long as he has Spider-Man, he must have solitude as well.

At least that's how he saw it.

…

Night came quickly, as if it was excited to begin its short life. Everyone had put themselves to bed at the usual times, and like normal, Peter sat awake in bed until he was sure Izuku was fast asleep. It never took long, he always wore himself out from training too hard. Peter grabbed his backpack, looking inside to ensure the contents. Within it, instead of his usual Spider-Man suit, there was also the black and green stealth suit he had finally perfected. Tonight, was the night he would finally put it to the test.  
Though, as Peter looked back at Izuku, he remembered their conversation just nights ago. His green haired friend would be heartbroken if anything happened to him. Peter cared for him as well, despite only knowing him about a month. He was a good person, and he would make a great hero. It pained him to leave once again to throw himself into danger. But he had to. He couldn't drag this worlds protectors in to fix his mess, knowing how everyone around him gets hurt if they are too close. With regret in his heart, Peter leapt out the window and shut it behind him.

Fully dressed into his new stealth suit, Spider-Man swung through the city with a faint emerald glow. It felt good to swing in his new outfit, the materials bent and shifted to his liking. Though there was some resistance in the joint areas, it wasn't enough to dull performance too much. He used the thinnest and strongest material he could find, though there was still a weight difference from normal fabric. Peter had to be carful not to swing incorrectly, accounting for the added weight of the suit. In his lenses was a HUD, a suggestion from Hatsume he took to heart. He was able to pull up a map of the city linked to GPS, making it easier to find shortcuts and alleyways he could swing through. It was a little too bright for his eyes, a bug he would fix later.

Landing and sticking to the side of a building, Spider-Man looked out over the city, listening in to the comm network built into the mask. It wasn't hard to find the frequency of the police's radio chatter, as it wasn't very well encrypted. Perhaps they spent so much money funding the Hero programs that the police just didn't have enough to fund themselves. Spider-Man always preferred doing things himself, but even he knew the police needed support just as much as superheroes.

He waited on the building, looking down at the alley across the street. Only 15 minutes had gone by before a black car drove started driving by; the Tombstone logo was painted onto the hood. Spider-Man knew that the car would come here, it was their usual patrol routes and they were natural creatures of habit.

"Ok, Tombstone," Spider-Man spoke to himself, "I'm coming for you."

Spider-Man aimed his web shooter at the car when it stopped at a red light. A targeting system opened in his mask and guided him to the rear of the vehicle, measuring the distance in meters. He fired off a small device and it stuck itself to the car, blinking faintly to show it had activated. Once he had, the mini map in the corner of his mask lit up with a small red dot, exactly where the car was on the road. When they drove off, Spider-Man followed behind, staying out of sight while keeping track of them from a distance.

He followed along, staying close to the roof stops and using his naturally dark suit to his advantage. They weren't moving too quickly, probably trying not to attract unwanted attention from the police. It didn't stop Spidey from following them, though.

Finally, they reached the end of the trail, pulling into the driveway of an old building, with a sign that stated they were up for demolition. Of course, a building like that makes for perfect cover. He watched as the men got out of the car and went inside, the driver pulling out and taking off. Makes sense if they don't want anyone knowing there were people inside.  
"Time to see if this works in the field," Said Spidey, as he grabbed the nod of his belt and twisted it clockwise. His suit reacted quickly and turned invisible just like before. He couldn't see his own body, just as he had hoped for. At the top of his screen was a battery, telling him how much energy he had left before the stealth mode ran out of juice. Right now, it was at 100%, but it would likely go fast.

He leapt down and swung to the nearest open window on the bottom floor, freezing for a moment just in case he was heard. It was late, which ironically meant Tombstones crew would be working their hardest. Most of them should be out doing drug deals, and while he knows he should bust those, this would shut them all down fast anyway. He entered carefully as not to make noise; he was invisible, not inaudible.

The room he entered didn't have anyone in it. Luck of the draw, though the door to the hall was left open. He tried to take a step forward but found that the old wood beneath his feet creaked with the added weight. Walking normally wasn't going to cut it. Thankfully the ceiling was made of a more solid material. He jumped to it, a large but quick creak of the ground sounding from his feet. No one seemed to hear it, they were probably too focused on other things.

He crawled across the ceiling and into the main room of the floor. Below him were men and woman working at desks, wrapping and packing different kinds of drugs into boxes. Those boxes are then taken downstairs into the basement to be stored until they can be brought to the streets. Using a camera installed into his lenses, he pressed a button on the side of his mask to take screenshots of what he was seeing. If he can't bust them tonight, having proof would be beneficial in court.

He gazed to the set of stares leading up the building, where a shadow had appeared on the wall going down the steps. The wallcrawler recognized the army haircut and pale skin as Tombstone, in the bullet proof flesh. He came down with heavy boots, adjusting the knuckleduster placed snug around his fingers. It was stained, and not with rust.

"Sales have been going down," Tombstone said, "Last week we were able to sell over 10,000$ in drug sales. This week, however, we've dropped to less than 7,000. Now, some of you may think that's not so bad, right? Raise your hand if you think so."

One man was brave enough to slowly raise his hand, only to immediately be punched nose-first by Tombstone, blood staining the knuckleduster. When the other men tried to help him up, Tombstones voice stopped them, "Help him and you get some too! I don't like a drop in sales any larger than 1000 in cash. Any more, and someone has to be held accountable, and it sure as hell ain't gonna be me. See, I'm not the one selling the drugs, it's not my job to have the charm that comes with being the seller. That job is up to you. So, I expect the sales to be twice as large as last week, otherwise I may have to make a habit of cleaning my knuckles with bleach."

'Boss of the year' Spider-Man thought to himself. As Tombstone continued to talk to his men, Spider-Man took the opportunity to crawl across the ceiling and up the stairs. Knowing Tombstone, his office was likely on the top floor next to the fire escape. He always loved making a quick getaway in case the police found out where they operated, it's the main reason they never seemed to catch him back home. Reaching the top floor, he checked each room until he found the one with the fire escape just outside its window, and to little surprise, Tombstones office was placed inside.

He could tell it was his office, as he recognized some of the trinkets he has collected over the years, specifically the different knuckledusters sitting on top his desk, almost acting as decor. Using his webs to slow his decent, he placed his feet gently on the ground and shut the door behind him, locking it for the moment. He checked his power supply for his stealth mode, sitting at 58% now. It really did go faster than he wanted it to. Knowing how he would need it in case of an emergency, he twisted the nob of his belt counter clockwise and allowed his suit to regain its visibility.

"Let's see how much dirt we can dig up," He said, approaching his desk and looking into the drawers. There were files and papers scattered about on different people, likely some of the people he blackmailed into working for him. When he wanted talent, he always knew how to get it one way or another. Every chance he got, he took a screenshot with his lenses for proof, being sure to avoid taking a picture of his hands. If he turned in his proof and found himself in the photos, they would arrest him rather than Tombstone.

Opening another drawer, he found a newspaper inside. The front-page story was that of an auction house transporting new artifacts and art in the coming week. The photo associated with the story had a short montage of the many items.

One he recognized.

In the corner of the photo was a blue stone, emitting light from the case it was placed inside. They likely assumed that it was a rare material to be sold at the highest bitter, but Spider-Man knew it as the Mind Stone. From what he could remember, it allows the user to enhance their mental abilities, and even access the dreams and thoughts of others. If supported by the Power Stone, it would allow someone to access every mind in existence all at once.

Tombstone was never the smartest guy, but he knew value when he saw it.

His spider-sense began to go off as he saw a shadow approach the door. He grabbed the newspaper and closed the other drawers. The window behind him was locked, and he had no time to pick at it without leaving a trace of his presence. "The hell?" Said Tombstone as he realized the door had been locked. He left the key on his desk, so he knew it wasn't him who had done it. With no options, left Spider-Man leapt to the ceiling with folders in hand and twisted the nob on his belt, turning invisible to the naked eye.

Tombstone kicked the door down, prepared with his knuckleduster facing forward. At first glance, nothing seemed to have been changed. Everything was still where he left it on his desk, even the key he neglected to take with him. Still, he looked around for anything suspicious, knowing full well he wasn't responsible for locking the door.

Spider-Man kept his head close to his chest, holding the paper close to his stomach. It was then he realized that though he himself was invisible, the newspaper was not. It appeared to float against the ceiling just above the drug lords head and it was a miracle he hadn't noticed yet. Slowly he tried crawling to the door as Tombstone investigated his desk.

The stealth mode was down to 52% and dropping, losing power at least every 20 seconds. The power source he used for it was strong, but it wouldn't last forever. It would be dangerous to hang around too long and risk regaining visibility at the wrong time.

 _"…_ _Peter!"_

A voice rang in his head, echoing loudly against the walls of his skull. It was painful, enough to loosen his grip on the ceiling and drop him to the ground with a thud. The impact caused his stealth mode to glitch as his appearance faded in and out while he held his aching head. Tombstone reacted in surprise before an evil grin approached his face, "Well, look who decided to visit me, tonight."

He was in far too much pain to stop Tombstone from walking over and grabbing him by the throat, slamming his back against the wall and squeezing tightly around his windpipes. Spider-Mans body still faded in and out, glitching like a virus on a computer as he used his free hand to try and fight back.

"Well- ack! Clearly I lost this game of hide and seek!" Spider-Man coughed out, "How about you hide, and I'll seek! No cheating or I'm telling mom!"

Laughing, Tombstone started pounding his knuckleduster against Spider-Man's body, bruising and damaging it as well as the suit. The impacts caused the suit to regain full visibility as pieces of the material broke off, including one of his lenses after an attack to the face that bruised his eye. Tombstone continued his assault until Spider-Man lost the strength to fight back, and let his arms drop to the side.

"…Wanna call it a draw…?" Spider-Man said with a raspy voice.

"A draw of your last breath, sure. What was it you were hoping to do tonight? Take down my entire business?"

"Maybe buy a corndog? I hear the street vendors in this town are killer."

"They ain't the only ones."

Tombstone charged another fist and aimed it for him. Spider-Man channeled all his strength into one of his arms and lifted it up, catching the fist by the knuckleduster. His leg lifted and kicked Tombstones arm to the side, releasing the grip from his neck and letting his body drop to the floor. Spidey paid no hesitation to Tombstone before leaping onto the desk and jumping through the window, crashing through the glass and falling to the streets below. He attempted to shoot a web and stop his fall, but only managed to slow it down before he crashed shoulder first onto the sidewalk.

"Everyone, grab a gun!" Shouted Tombstone from the top floor, "Get out there and kill the spider!"

He could hear the men rushing down the stairs to grab their guns. With the newspaper still in one hand, Spidey used his other to shoot a web and start swinging away. His swings were slow and close to the ground due to his injuries, especially his shoulder which may or may not be broken after that fall. It didn't take the men very long to get into their cars and catch up with him. They fired off bullets, grazing him a few times as he swung, until eventually a bullet managed to strike his leg despite his spider-sense telling him to dodge it.

Nearly falling to the ground, Spider-Man shot a web to the nearest alleyway and pulled himself inside, hiding behind the large trash can and pulling his knees to his chest. He turned the nob of his belt over and over to try and rid himself of his visibility, but it only glitched out the suit even more. Spidey heard the men shut the doors of their cars and reload their guns, approaching the alley quickly. Only now did the suit finally do what he wants and turn his body transparent all except his broken eye lenses that revealed a portion of his face. The men came down the alley, looking for him with the intent to kill.

"He got away," Said one of the men, "Let's regroup back at base."

Spider-Man watched as the men emptied from the alley and drove away, finally as the stealth mode of his suit reached 0% and returned his image to the visible plane. He didn't bother to stand up right away, finally feeling the pain of his injuries after the adrenaline had run out. There was no way he could return home in this state without being asked questions, not unless he was smart about it. Kendo was likely fast asleep by now, and even if he did go there, what would be his excuse to Izuku and the others when they woke up? His only real choice was to return home after he dealt with the evidence he collected.

…

The drug lord picked up the broken glass and swept it into the trash, placing the broom against the wall. To the side of the trash, he found pieces of Spider-Mans green lenses that had been broken off during his avoided brutalizing. He's smart, Tombstone recognized that. Somehow, he found a way to rid himself of his image and vanish, sneaking into his work place rather than face him head on. He had hoped his operations would go unnoticed by the spider, but perhaps he hoped for too much.

"Boss!" A voice shouted, as two of his workers dragged a man into the room and tossed him to the ground, "We found Takeshi trying to ditch town. What should we do with him?"

"Leave him with me," His deep voice replied, and the two workers existed the room. Takeshi, the man tasked with Normans murder, got to his knees out of fear.

"Sir…please, I-"

Tombstone's knuckles slammed against the face of whom had disappointed him, just as it always had. Never often did he use brute force on others unless he had a good reason. He always liked to do things civilized, even if the ends aren't so matching to the means. The recipient of his anger felt not only the invulnerable fist and knuckles, but also the steel ring around his finger that nearly swatted his eye out. The man with horns on his head kneeled before Tombstone, bleeding from the gashes and bruises he earned from his failure as his blood stained his office floor.

"I told you to kill Norman Osborn," Tombstone reminded him, "I even gave you a second chance. But you took my kindness and you shoved it back in my face," He struck the man again, blood fleeing from his mouth, "Poor little Takeshi, running around with little to nothing worth fighting for. Except, of course, your poor pup sitting at home."

Takeshi looked up at him in shock, "H-how did you …?"

"You left home a long time ago with the cloths on your back. That poor little dog is all you have to love you, isn't it? It would be a real shame if something were to happen to the little scamp. How old is it? A year? Less? Tell me, what did you name the little guy?"

"…Katsu," He spoke softly.

"Katsu …that means 'victory', does it not? Which is exactly what I expect from you. See, normally I'd just kill you right here, but I'm going to give you one more chance to prove yourself."

"B-But Norman is in prison now! I can't get to him!"

"I don't want you to kill _him_ anymore. I need you to take out a different thorn in my business," He picked him up by the shirt, holding him closely to emphasis the fear, "I need you to kill a boy by the name of Peter Parker."

…

Peter, his broken stealth suit now back in his bag, climbed through the window of he and Izuku's room. His roommate was fast asleep with his face toward the wall. The only light in the room came from the moonlight through the window, just enough so he could see where he was going. Closing the window, Peter limped over to the bed and set his back to the side, clutching his face where Tombstone had bruised it. No doubt he had a blackeye, as he could barely keep it open for too long. The rest of his body was bruised and battered, his shoulder too sore to even move.

He looked back at Izuku. Peter felt bad for keeping this from him, especially after tonight. One of these days, he may not come back from his nightly outings. This is something he's always known ever since he became Spider-Man. Part of him wished Izuku could be out there with him, fighting against villains and saving lives. But, of course, so many young heroes spend years training, convinced this is just a profession. Maybe his powers started as a profession, but that's not what they are now. Deku is someone Peter knows wants to use his powers just because he knows it's right. He understands, unlike many.

Peter let his body drop onto his bed, pulling the covers over him as to hide his injuries for the morning. He tried to sleep but found his mind to be racing too much. Peter sat up and grabbed his phone and earbuds, selecting a song and putting it on repeat. The soothing tune allowed his bruised muscles to relax, and he finally managed to drift off.

Suddenly, Peter's sleeping eyes had begun to twitch rapidly, almost glowing a yellow color underneath his eyelids. While outside it was calm, inside had become a storm.

Literally.

Peter Parker opened his eyes and found himself standing in the middle of deep space, except space itself was colored in at least six different ways, with planets and constellations he didn't fully recognize. At first, the sight scared him to death as it was unknown to him how he got there or why. However, he managed to calm down with the coping logic that it may all simply be a dream. The fact that he was standing on a flat surface in the middle of space should have been a dead giveaway. The empty void seemed to echo a song all around him, bouncing off the asteroids and many planets surrounding him.

 _"_ _Leaves turn brown, and snow falls white.  
Grass grows green, and the sun shines light.  
Close your eyes and see. All of this beauty,  
It comes from you"_

"Peter!"

The second voice echoed through the void as an image of a man, fading in an out of existence rapidly. His presence in the realm seemed to set everything off balance; the colors of space seemingly moving and changing. "Peter!" he shouted again, his form taking a much more stable state. Finally, he formed solid enough to reveal himself as Doctor Steven Strange, Sorcerer Supreme.

"Strange?!" Peter exclaimed back with an echo, "What's going on?! Where are we?!"

"Our minds have been connected," he explained, "You've been lost throughout reality."

"Yeah, I figured that part out a while ago," He said sarcastically.

"The connection isn't stable, I won't be able to hold it forever so just listen. You're stuck in a different frequency of our universe."

"What does that mean?"

"Reality has many different vibration frequencies to divide up the universe. Think of it as layers of reality, and you've been knocked down to another one," He looked around the void of space, "I've managed to connect our minds by syncing our mental frequencies. Finding you physically however has proven much more difficult and I can't understand why. My theory is it has something to do with the Infinity Stones."

"…Yeah, they're here, and people are looking for it. People from our reality as well as this one. This …actually explains why they still work. I never left our universe, I'm just in a different layer of it. Like blankets on a bed."

"The Space Stone is able to shift frequencies at will, as it treats these different layers as simply different parts of space. These different layers split off at any time, almost acting as alternate timelines. Have you found any of the stones yet?"

"Two, Reality and Power. I'm working on getting the Mind Stone."

Doctor Strange looked up again and listened to the song that was currently playing in their ears, "What's this song?"  
Peter rubbed the back of his neck, "I was listening to some music to help me sleep. Aunt May always used to sing this to me, helps to calm me down."

The space around them began to shift and move rapidly, almost going in a spinning motion. Asteroids started crashing into one another, creating debris that flew into the cosmos. Strange and Peter's distance from each other suddenly grew as they went in opposite directions.

"Peter! Don't let anyone get the stones! Find them! The world you're in isn't ready for their power! Just hang on a little longer!"  
Peter tried to reach out to him before he was gone, but the distance had grown to big. Everything has begun spinning faster and faster, until the invisible ground beneath his feet disappeared and he fell through the void.

Peter awoke with a gasp, lifting his head from the bed and blinking to adjust to reality. He looked to be sure Izuku hadn't awoken, thankfully he was still fast asleep.

For the longest time, Peter had thought they had either forgotten about him, or simply thought a rescue wasn't worth it. Still, waiting for them wasn't an option, not with the stones still out in the world. At least now he knew that he wasn't abandoned, not yet.


	26. My Own Golden Standard!

It was hard for Peter to sleep after his interaction with Doctor Strange, the Sorcerer Supreme of his world. He tried to drift off and find him in the dreamworld again but found he could suffer no connection with the strange Doctor. Eventually he gave up and tried to rest his eyes for the few hours till dawn he had left. Despite listening to his music, Peter found he could muster little rest, and watched as the sun slowly crept through the window with the approach of morning. As his senses returned to him, his pain did as well, reminding him of the events one night prior not just his body, but also his pride.

The lights of the room quickly turned on and nearly blinded Peter's bruised eye, forcing him to hide his appearance swiftly under the covers. Izuku thankfully hadn't seen anything as he was standing near the light switch. "Morning, Peter," he said, "You excited?"

"…For what?" Peter asked, remaining under the covers.

"The Sports Festival is today, aren't you excited?"

Peter had completely forgotten about the sports festival. He had been so busy building his new suit and hunting down Tombstones base that the event slipped his mind. That, and he wasn't going to be participating it so he never paid any attention to the news around it, "Is that today? I mean, of course I'm excited to see you compete."

"Are you gonna be there?"

"Of course. I'll be right there cheering you on."

"…Can you take the blankets off? You're muffled and it's hard to understand you."

"…No."

Izuku sighed, attempting to remove the blankets himself, "Come on, Peter, please?"

"Nope! Nope! Nope!" he shouted, pulling them back and wrapping himself up like a cocoon, "I uh-! I sleep nude!"

An awkward silence took the room as Peter's face flushed. Of all the dumb excuses to concoct, sleeping commando was not one he expected.

"O-oh! Sorry! My bad!" Izuku laughed awkwardly, "I never noticed! I'll just head out then and let you get dressed!" He grabbed his backpack and awkwardly walked out of the room, "See ya! Wouldn't wanna be ya!" He recoiled, "I mean-! Bye!" The door slammed, leaving Peter frozen for a moment to ensure he didn't return. Finally, he revealed himself from the blankets and felt the bruises on his face. They still stung, many of them feeling sore now after having time to settle. He wasn't going to be able to swing properly like this; a visit to Recovery Girl was required, if she was even available for anyone not participating in the Sport's Festival.

Peter finally stood up and got himself dressed, moving slowly due to the excessive injuries across his body. All he had the energy for was sweatpants and his blue hoodie, his web shooters hidden underneath his sleeves just in case. He didn't want to worry May or Inko by stepping out and showing them his injuries. They've already had enough heart attacks. Instead, Peter grabbed his backpack, left a note on Izuku's bed, and climbed out the window without making too much noise.

His hood remained over his head as Peter strolled through the streets of the city, looking out at the other people who pass by. Peter constantly worried that they would notice how bruised and beaten he was and ask if he was ok, not that it would be trouble, but he just wasn't in the mood to come up with any excuses for people he didn't know. As he walked, he thought about what happened the night before, how Tombstone had thrown him around his office and nearly killed him. His eye still twitched at the thought of that knuckle duster.  
He can't keep doing this all by himself, he just can't. Every time he goes out there, he risks not coming back. He risks leaving Aunt May stranded in a parallel world, a world left at the mercy of whichever villain finds the Infinity Stones first. That wasn't something he could do, but the only way to fulfill that is by acting. The only way to prevent tragedy is by doing the very thing that just may cause it.

…

The festival was already packed with people before Peter even made it inside the dome-like arena they've set up. Outside the walls was like a small carnival, where stands were set up left and right for food, games and other activities. Everyone seemed to have been enjoying themselves, even a few Pro Heroes were scattered about, probably here to watch and judge their upcoming predecessors. Above him was a jumbotron, filming the main event of the festival live. It had yet to start, but at least he had a good view regardless of if he was inside or out. He wasn't going to waste the ticket Izuku gave him, but he wanted to check out the varies activities first.  
His eyes were drawn to a dart game, themed for superheroes. The stand supporting the game was multicolored, matching the palette he often see's All Might wearing. In fact, even his face with that famous smile was plastered above the Stand Workers head. It made Peter chuckle, seeing how much merchandise there was of him, even in Izuku's room. The targets that were hung up were made to look like other superheroes. It's somewhat symbolic, in a way.

Mt. Lady and Kamui entered the festival not long after Peter, and immediately she had started checking out the various food related items available. Kamui and another Pro hero had been following behind her, not entirely pleased with her behavior upon coming to the event. When she wanted to purchase an item of food, the man told her it was ten dollars. Her face showed she didn't like the price, and immediately took on a flirtatious pose, telling him she left her money in another costume. Being a fan of hers, the man gave in and let her have the meal for free. Kamui could only wonder if she had any shame to spare.

"I was hoping to do some scouting while I was here," Kamui said as they continued walking.

"Yeah, too bad we're stuck working security this time," Said the other Pro Hero.

Mt. lady took a bite of her meal with a resting face, "Looks like the called Pro Heroes from all over to guard this thing. What a show."

Her expression completely changed upon recognizing Peter's hoodie a short distance away. Normally these gigs are boring, so it was nice to have someone to talk to that wasn't as stiff as Kamui. Finishing what she had already eaten, she jogged over to Peter waving her hand and calling his name. It was clear he noticed her, but chose to hide his face instead of greeting her back. Though confused, she kept her expression the same as she stopped next to him.  
"Peter! It's good to see you!" She said, holding her food close to her hip, "I didn't realize you'd be out here. I thought you'd be inside the arena with your friends."

She only received an 'mhmm' from him as he continued to hide himself.

"Peter, 'mhmm' is not how you answer a lady when she asks you a question. What's the matter?"

He couldn't stop her from turning him around and seeing his face. It was bruised, battered and a few dry blood stains that he forgot to wash off. His expression changed to that of defeat as she put her food down to use both hands in examining his face, "What the hell happened to you?!"  
"Nothing!" he answered, "I-it-it- it was nothing, I mean obviously not _nothing_ , it was this guy at school a uh, a real jerk."

"You _let_ a guy beat you up?"

"No! No not _let_ …There was an acceptable amount of resistance involved in this assault."

"Tell me his name and I swear I will have him expelled from UA. Otherwise I'll find him myself and-"

"And do nothing," Kamui said as he caught up with her, his arms crossed with a stern look on his face, "You can't just harm an innocent kid."

"I wasn't actually going to do anything, Kammy. Relax. I was just … emphasizing for dramatic effect."  
Mt. Lady grabbed the nearest napkin from a food stand and dipped the corner of it in her drink, "Come here," She pulled him closer and started wiping the dry blood off his face, much to Peter's protesting.  
"This really isn't necessary! I'm fine!"

"Bruises and bloodstains are not _fine_ , Pete. Hold still and let me finish."

It was fascinating to Kamui how quickly her vibe had changed upon seeing that Peter was hurt. It wasn't long ago that she would just flirt with him like any other guy, mostly just to mess around with their heads. Now, though, it seemed she was being rather protective, and not in anyway that evolved from flirting. Rather, this seemed more like a guardian's instinct, one relating to that of a parent.

She finally finished cleaning his face and placed the napkin in the trash, crossing her arms in success, "There, much better. Now can you tell me who did this to you?"

"Nope, sorry," Peter replied with no hesitation, "My secret. What exactly are you doing here, anyway?"

The third Pro hero stepped forward. He was a tall, muscular man of a wide build with slightly tanned skin. He had a square jaw, small eyes and short white hair, spiking out behind his head. His costume was a large headband with a stripped yellow and black pattern, matching the wrist guards and belt he also wore. On his chest was a cyan cardigan, exposing his lower torso.  
"We're working the security detail on the festival. After the attack from a few weeks ago, no one is confident that the event won't be attacked or interrupted in some way."

"I don't blame anyone, even I'm still a little on edge," Peter replied, "But I think we'll be ok, especially with so many Pro Heroes here."

"Are you going to be competing in the festival?" Asked Mt. Lady.

"No, unfortunately. Since I'm a transfer student, I'm not allowed to actually be apart of any events."

"What?!" Mt. Lady scoffed, "That's stupid! I should have a talk with Nezu about this!"

Peter raised his hands to calm her down, "Please no. I don't need to be a part of the festival anyway. I've got enough going on as it is. The effort is appreciated but …please no."  
Though she pouted, she also knew she had been defeated, "Alright, hun, you win. You going to stay out here for a while? I could use more interesting company than Kamui and Death Arms."

Peter slowly looked to the taller man behind her, "You're …name is Death Arms? Do you not think that's a little …violent?"

"No," He said sternly, a rather serious facial expression taking over.

Peter looked away with wide eyes and muttered to himself, "Oh-kay 'Drax'," Peter cleared his throat, "I should actually join my class in the stands, but I'll come out and see you during half time?"

"Sounds good, hun," She ruffled his hair, "Go have a good time, now."

With an awkward but sincere smile, Peter left the trio to their security job. Kamui looked at Mt. Lady with a raised brow, his arms still crossed, "Mt. Lady. You wouldn't happen to be a mother, would you?"

She turned around in utter disbelief, her pupils seeming to shrink in shock, "Agh! How could you even ask that?! A young beautiful woman like myself secretly being a mother?! Ridiculous! What ever made you think that?!"

"Nothing, I guess," Kamui backed off. If she wasn't a mother, why did she act like one toward Peter?

…

The halls surrounding the gigantic arena were nearly empty, almost everyone was already seated and waiting for the event to start. Though he looked, he could not find any trace of his classmates. There was a good chance they were already in the locker rooms, getting ready. It's alright, he'll see them eventually, most likely during half-time first. Kendo, Izuku, Momo, Mina and others would likely be looking for him in the crowds as well, and he'd be cheering them all one, whether they lose or not. Besides, it's not about losing, it's about showing everyone what they're capable of in the time they have.

"Peter," A voice rang from behind him, leading his eyes to find Mayume, also known as Overcast. She wasn't wearing her signature costume, however. Instead, she was dressed in jeans and a collar jacket, casual if not fancy. It was strange not seeing her wear her superhero getup, but also nice at the same time. It allowed Peter to see her more as human than superhuman.  
"Overcast?" Peter asked aloud, "What are you doing here?"

"Just Mayume is fine right now. I'm not on the job," She reassured, "They pretty much packed this place with so many Pro's that I wasn't really needed. So, this is my day off to enjoy myself amongst the people."

"The people?"

"It's like you always say; Superheroes are basically celebrities. Sometimes it does us good to bring ourselves down to civilian level and enjoy the normal life for a day. Keeps me humble, at least. Might not stop a few people from recognizing me but, not like wearing glasses would change that…" She suddenly took notice of his injured state, though not to overreact to it, "You won the fight, right?"

He chuckled, crossing his arms and looking away slightly, "Not really, but I escaped it. Nothing you need to worry about."

"Alright, I trust you. But if there are kids at school causing you trouble, I'll stick up for you."

"I appreciate it, Mayume, thank you."

In the background, the announcer had started speaking with great enthusiasm, meaning the event was about to begin, "We better get in there," Mayume said, "Don't wanna miss anything."

"Right," replied Peter, as they entered and found their seats together, isolated from any serious crowds of people.

…

"Aw man!"

Mina pulled on the outfit of her gym gear; her expression clearly not proud of the attire. Everyone else getting ready in the locker room wore roughly the same thing in many different sizes. Some of the other classmates were sitting down and talking, while others were stretching and psyching themselves up for the coming challenges. Mina was one of the few unsatisfied with the outfit choices.  
"I was totally hoping I could wear my costume!" She complained.

"At least everyone will be in uniform," Her classmate, Ojiro turned to her as he stretched his arm, "That'll keep things fair, right?"

"It'll be fine, Mina," Momo closed her locker, adjusting her uniform to fit. It was kept unzipped due to the need for her quirk to have exposed skin. She still needed a tang top, but as much skin as she could have exposed would benefit her, as strange as it sounds without the knowledge of how her quirk actually works.  
"Today is about showing everyone what we are capable of, not how good we look doing it …" She paused, looking toward the ceiling, "Though that would probably help quite a bit. Actually I should probably think on that …" She pondered as she strolled over to sit at one of the tables.

"It's too bad Peter won't be joining us. I totally wanted to see him rematch with Kirishima!" Mina shouted.

"You impressed I won against him, Mina?" Kirishima asked from across the room, roaming over with a proud look on his face, "I admit, I'm pretty cool when I wanna be."

"Didn't Peter technically win the _fight?_ " Asked Mina, earning a disregarding shush from Kirishima, "I'm just saying, you're probably bummed you won't get that rematch."

"Yeah, well, whatever! I'm gonna show everyone just what I'm made of! I'm just as good as Peter is!"  
Mina laughed, leaning against the locker and checking her phone for the time. It wouldn't be long now before everyone got ready to head out. This was their chance to show the world they could be real heroes.  
"Hey uh …Mina?" Kirishima said, rubbing the back of his neck, "Jokes aside, for what it's worth, I think you'll do great out there. I mean, you've always had a pretty awesome quirk afterall! I'm sure you'll nail it with the crowd just by letting them see you."

Mina looked up from her phone, rather surprised by Kirishimas sudden compliment. If not for her pink skin, everyone would have seen the faint blush that had appeared on her face. Regardless of any embarrassing thoughts, she smiled warmly at him, "Thanks, Kirishima, you'll be great too! Fair game, whatever happens?" She holds out her fist, and he gladly responds by bumping it with his own.

The tender moment was interrupted when Tenya rushed in, shouting how it was almost time to head into the field. Everyones stomachs dropped in nervousness, except perhaps Bakugo. It was always hard for anyone to tell whether or not he felt anything other than anger. Izuku however couldn't help but hold a hand over his heart and let out a sigh of tension as Mineta panicked next to him.

"Midoryia," A voice called out, belonging to Shoto Todoroki as he approached the young green haired hero with a hand in his pocket. He looked serious, enough for everyone to look his way while he stared down at Izuku. Some were even worried they would have to jump in, as if Todoroki would suddenly get physical. In fact, it was sometimes harder to tell what _he_ was thinking than Bakugo.

"From an Objective standpoint, I think it's fairly clear that I'm stronger than you," He claimed, without an ounce of ego, rather as if stating it as a simple fact, "However, you've got All Might in your corner helping you out. I'm not here to pry about what's going on between you two, but know that _I will beat you_."

His words frightened Izuku, enough to make him want to back up a few steps. The silence was too much to bear, and it took Kirishima to step up and put a hand on his shoulder, "What's the big deal, why're you picking a fight all of a sudden, and right before we get started?" he asked, more concerned for Izuku's safety than his own. Even Mina worried Shoto was going to retaliate and even hurt Kirishima, her left foot was put forward in case she needed to jump in.

Todoroki shoved him off, nearly making Mina leap had he not spoken first, "We aren't here to be each other's friends. Don't forget this isn't a team effort," he said as he began walking away.

Though his words were clearly frightening, only adding to Izuku's nervousness, it still didn't break him, perhaps like how Shoto wanted them too. Instead, Izuku remembered something Peter had once told him.

 _Must have been crazy finding out about his true form, huh?" He asked._

 _"Yeah …" Izuku sulked, "It was kind of crazy …but I still respect him just as much, if not more than before! He's the gold standard for what a hero needs to be!"_

 _"Maybe," Peter removed his hand, "But you're the gold standard for the hero you need to be."_

"Wait a sec, Todoroki," Izuku looked to the floor as he called out to him, making the stone-cold hero stop in his tracks, "I don't know what's going through your head, or why you think you need to tell me that you'll beat me, and yeah, of course your better than me. You probably have more potential than anyone in the hero course. That's why you got in so easily. But…" He looked up with confidence, "I'll be aiming for the top too. Because I need to set my own Gold Standard for the kind of hero I want to be!"

Todoroki, though curious, didn't much react with anything more than "Fine" before walking out of the room. Izuku released a breath of relief, earning a pat on the back from Kirishima and being glad it was all over.

Momo, however, wasn't satisfied.

Yayorozu stood aggressively from her chair and stormed out after Todoroki, much to Mina's protesting. He was already part way down the hall when she left the room.

"Hey!" She called out, making him stop again, "What's your deal, Todoroki?"

"I told you," he turned around, "We aren't here to be friends."

"Don't try that on me. We are here to prove to everyone we can be heroes, not one-up each other by casting out threats."

"I made my intentions clear."

Her eyebrows stiffened, "Then your intentions need realigning. Because we are all in this hero gig together. 10 years from now, we could all be Pro heroes. And no matter how strong you think you are, we all will need each other. These moments, these challenges, they'll bring us together. We may only be friends now, but we have potential to be family. And I will not let you ruin that by driving a wedge between everyone because your ego is feeling threatened."

"I'm not doing this for my ego!" He finally raised his voice, backing off immediately after in regret. It was clear she found the nerve that was driving him.

"So, what is it? We all have something to prove so …" Her eyebrows relaxed, "Maybe it's whoever your trying to prove it to?"

"We're done," Shoto immediately shut down, walking away without anything else to say. His rejection only proved her point. This was more personal for him than it was for everyone else.

…  
Peter and Mayume watched as the announcer introduced the coming classes from 1-A to 1-B, as well as everything up to the Support Class, where Mei was. With the crowds so big, it was unlikely his friends would see him, but he could at least see them. Izuku looked so nervous, probably because the sheer number of people terrified him. Mina seemed to be rather excited, nearly jumping out of her shoes in anticipation. Momo was confident like she always was, and he expected nothing less from the Vice President of the class. Still, there was a hint of nervousness in her eyes, much like everyone else who wanted to do their best.

He immediately spotted Kendo when she came in with class 1-B. She looked pumped and ready to fight in whatever way she had to. She had clearly been working out and training a lot by how good she looked. Had she done something with her hair before the event today? Something about it just captured his intrigue. Either way, her smile was enough to tell him she was ready for this.

Mei came in with the support class, and Peter knew exactly what her plan was after working so closely with her for the last few weeks. She wanted to show off her inventions to the crowd even if she lost the competition as a result.

The introductions came and went, and Bakugo was chosen for the opening speech. Of course, being Bakugo, all he did was rile everyone up by telling them he was going to win, making Class 1-A a target as well as himself. Peter could only pinch the top of his nose close to his forehead, in utter shock of his foolishness.

"Lack of confidence is not his problem, huh?" Mayume asked.

"No, it is not. You can expect nothing less from Katsuki Bakugo."

Mayume took a second look at the bruises on Peter's face, and sighed, "You really should head to the infirmary here and see Recovery Girl. I know you aren't participating, but you're still a student. I'm sure she'll help you out."

"I don't wanna miss anything, though. I'll head there during the halftime event."

He was stubborn, and she knew he wouldn't budge so easily, so she decided to just give up and let him enjoy himself, "At least tell me what actually happened."

"I did. What? You think I was lying."

"If there is one thing I know, Peter, it's that super heroes are incredible at playing pretend, especially around those they love."

Peter didn't speak further, instead playing it off as being more interested in the coming event than the conversation. Even she recognized that trick, having done it once or twice. She wasn't telling him everything, not that keeping secrets was anything new for a teenager, especially one with super powers.

Eventually, the first challenge is finally introduced; an obstacle course race. Every one of the students scrambled to get ready as the announcer called for the race to start. Peter's biggest worry for Izuku was that if he used his quirk to jump ahead, he'd break his legs before he could reach the finish line. He'd have to get creative to make it to the end. As everyone had started running, he looked to Mayume. This was the first time they had really had a moment alone without it being to protect him, or fight along side him. They weren't Spider-Man and Overcast, they were Peter and Mayume.

"Hey, so, Mayume," He started, grabbing her attention, "I wanted to ask you some stuff. Really get to know you for once."

"Ok, shoot," She teased the term by making his famous hand gesture.

"I wanted to ask about your family …what were they like?"

She was rather surprised that he'd bring this up of all things. It was a sensitive topic, but he wouldn't ask if he wasn't comfortable with her, "Any reason you wanna know? I'll happily share, I'm just curious."

"I just …lately I've thought a lot about my family, and my friends, and how much danger I've put them in. To me, they're worth it, even the ones I've already lost. My Uncle Ben made me who I am, and you said your family's words define you."

Smiling sadly, she placed her hands gently on her lap, "My dad was born quirkless. He got stuck in a job he didn't want, and it made him really unhappy. He was the type to hold his emotions in because he was scared if he ever shared them, people would only get mad at him for it. Everything changed however when he met my mom. They always got along, and she made him feel like he could speak freely without fear. That kind of connection lead to their marriage."

"Did your mom have a quirk?"

"Yeah. I inherited her Shadow quirk, as did my twin brother. My younger brother, however, was born quirkless like dad," Her smile faded away, replaced with a face of guilt, "My twin, Daichi, and I, we teased him about not having powers, but we never realized how much it hurt Koji. We never knew what it was like to be weak. I think it was that pain that drove him to want to be a police officer, prove that he could win without super powers."

"Did he ever prove it?"

"Once. We got into a fight, and he actually beat me, pinned me down. It was the first time I ever felt helpless despite my powers. The first time I felt what Koji had. It did bring us closer, at least. But it was too late for that, I guess …"

"How old were you when it happened?"

"…Daichi and I were 11, Koji was only 9," Tears had begun to flood her eyes, "He was only 9 years old, Peter," Hiccups took over her voice as it cracked and crumbled. Peter scooted closer to her and put his arm around her, holding her close to his body, hip to hip. Her tears landed on his lap, drying and staining his jeans.

"I'm sorry I made you cry," Peter apologized.

"Don't be," She sniffled, "It's actually really nice to talk about it."

"…My Uncle Ben wasn't perfect either. I always talk him up as a saint, but he made mistakes too. Sometimes he was too protective, never let me go anywhere alone when I was younger. He'd get frustrated easily when he didn't understand my homework. But he was also trying so hard to be a father again, to his grandchild, which was especially hard after suffering the loss of my parents. But he put on a brave face despite that, even if it sometimes made him angry."

"Do you ever wish you had more time with him?" She asked sincerely.

"I can't ever think about him without wondering that."

A loud boom caught their attention from the race track. Everyone was running through a mild mine-field, trying to dodge explosions. Izuku had gotten his hands on a large metal plate, and used it to protect himself from the explosion and send him flying straight across the finish line, ending in first place. People cheered loudly for him as his name appeared on the jumbo-tron.

"Look at that," Peter said, "He won first place without using his powers."

"Yeah, kids got real potential," Mayume said, "Can't wait to see what he does _with_ his powers if this is what he's capable of _without_ them."

As the next challenge was about to be announced, Peter suddenly started to feel a familiar drowsiness. The sound of the announcer's voice echoed across the arena, but just barely reached him as he spoke of the next challenge everyone would face. He looked around him, but even that which was close to his eyesight was fading into a blur. A voice was calling out his name, one he could just barely make out.

 _"…Peter…"_

…

Peter eyes opened to the same area of outer space he dreamt of the night before, except this time planets he noticed to have been far away were somewhat closer now, enough to at least be noticeable. A few shooting stars were soaring in the distance, cutting through space clouds and fields of debris with their beautiful light. Below Peter's feet he could see a reflection, despite there not really being anything to stand on. Though he himself was just Peter, his reflection showed him in his classic Spider-Man costume.

"Peter Parker," Said the voice, belonging to Doctor Strange as he floated down to him, this time able to get just a little closer than before.

"Strange," He greeted, "You need to pick better times to do this. I have a cover I need to maintain in this world you know."

"A cover, you say?"

"Yeah. The only way to keep myself from getting arrested the moment I got here was to pretend I was enrolled into a school. Plus, it keeps me safer from villains than just being out there on my own. I was …an instinctive decision."

"Right. I'm still trying to forge a stronger connection, with little progress. Finding you across this version of the multiverse is troublesome."

"This _version?_ " Peter questioned, "You're saying there's a multiverse of multiverses?"

"Yes. The most common form is that of actual universes that are physically separate from one another. Another uses different timelines that exist as different branches on a tree. What we are dealing with is layers of reality. Universes existing in the exact same spot, at the same time, but are moving at different frequencies. The lower the frequency, the farther down in layers you are. You're moving at a slightly different frequency than us, so I'm trying to find the right one. Each one I try brings me closer to you, but …" Strange tries to move forward, but finds there is a force holding him back, "I'm not there yet."

"Right …how's Tony?" Peter asked.

"Worried. He thinks this is his fault for letting you get lost."

"Tell him it's not. I fought Goblin without backup, this is my punishment. And it's not bad here. I have friends, people I can rely on. My Aunt May is here now thanks to Gobby and his goons so I have family."

"That's good. I'll let him know. Just work on finding the space stone, that will allow you to return home with only a thought. Then we can get the Avengers to help you."

"Ok, sounds good."

The area around them shook, meteors flying in the background at a great pace, "I must go now."

"Strange, before you do," Peter said, pausing between his thoughts, "Tell Tony that I'm sorry I let him down."

"…You can tell him yourself soon enough."

…

Peter's mind returned to reality to be greeted by the cheering of fans across the bleachers. When he looked down at the arena, the second challenge had already been finished. It seemed to have been some kind of team effort, with Izuku's team just barely making it into the semi-finals. From the look of the scoreboard, both Mina and Momo had made it in as well, as well as Mei and Kendo. Most of his closest friends had made it into the next round, which made him very happy.

"Peter, you ok?" Mayume asked, "Back with us? You dozed off for the entire second challenge?"

"Oh! Yeah, I'm ok, don't worry."

"Uh huh, sure. The students are going to eat now, then it's the half-time event. I'd say this is the perfect opportunity to go and see Recovery Girl. Get a move on and I'll catch up with you later."

Peter sighed, knowing there was no excuse he could use with that evidence on the table, "Alright, I'll go," he said as he got up and went for the door.

"And Peter," She called out with a smile, "Thanks for the talk."

Giving her a thumbs up, he entered the halls and maneuvered through the crowds of people.

…

"Mwah!"

One super powered kiss on the cheek from Recovery Girl, and all of Peter's wounds were miraculously gone. He had never actually taken advantage of her power before, feeling too guilty since she's always putting up with Izuku, but it was a rather useful quirk. Since his wounds weren't nearly as bad as a broken arm, maybe a few cracked ribs, his stamina wasn't too drained after the fact.

"Thank you so much, Recovery Girl," Peter stood from the bed, "I really appreciate it."

Recovery Girl was a short, elderly woman with gray hair that was styled into a netted bun, with a large syringe poking out of it to the left. She wore a doctor's lab coat and a dress with yellow and red vest-like designs on either side, two yellow buttons and a belt with a pink 'R' shaped buckle. Her boots were also pink as well as her helmet that only covered the sides of her head, with a visor to protect her eyes. In her hands was a cane that was designed to look like a massive syringe, completing the vibe and style.  
"Don't worry too much about it, sweetie," She spoke happily, You're definitely not as injury prone as your friend, Midoryia, that boy could learn to ease up a bit with his abilities!"

"You don't need to tell me," Peter agreed, "Good luck with everything, I'm going to go and see my friends."

"Aren't you going to tell me what happened to have you end up with such extensive Injuries."

"They weren't _that_ bad."

"No, but what they lacked in quality they made up for in quantity."

"It was really nothing, just some kid being dumb. It won't happen again."

"Well, alright. Just take care of yourself, young man!"

With another thank you, Peter made his way into the halls, which were now empty again after everyone had gotten their refreshments and bathroom breaks. He knew all his friends were in the mess hall, eating away and regaining the energy they needed for the next challenge. He was excited to ask them about everything, what was going through their heads, and what they thought was coming next.

As Peter walked down the hall, his spider-sense suddenly started tingling again. The source of the vibration was collecting mostly around the back of his head, as he felt a shift in the air and space behind him. Like usual, he didn't know what was coming, but chose to react on instinct.

He ducked his head to the side just as a silencer's bullet flew by and struck the floor instead of himself. Now knowing what he was dealing with, Peter swiped his arm across the gunmans hand and brought it full circle, trapping his arm inside his grip. After a quick twist of his wrist, the gun fell out of the criminal's hands, who then tried to punch Peter with his free arm. Though Peter managed to block it, it left him open to a kick from his enemy. It was stronger than he thought it would be, even sending him flying a few yards across the hall.  
The gunmen made for the silencer, which Peter webbed to the ground with a single gesture. Before he could free it from the ground, Peter then shot two webs on both walls and pulled back, launching himself forward and colliding his feet with the gunmen's chest. When he skids across the ground, Peter webbed him up with ease and watched him struggle to get out.

"Who's trying to kill me _today,_ I wonder," Peter said aloud, walking over to him and pulling off the gunmen's hood. It was a middle-aged man with horns coming out of his head, a clear sign he had some kind of quirk, likely super strength from how far he managed to kick him.

Takeshi struggled in fear as Peter stood over him, "You'll regret this, you know!" The gunmen blurted out, not very confidently.

"Who are you?!" Peter demanded.

Takeshi lifted his arms with his super strength, and broke the webs in one snap. Peter managed to jump back before he could swing at him, but instead he went for his gun and ripped it from the webs. Takeshi quickly fired, the silencer barely making any noise as he fired off round after round. Thanks to his Spider-sense, Peter was able to dodge each of the shots, only one or two managing to barely scrap his clothing, thankfully without leaving any more wounds. When he ran out of ammo, he knew it was time to panic as he took off in the other direction.

"Get back here!" Peter shouted, running after him as fast as he could. The ceiling was too close to swing from, instead he tried web zipping to make up some distance between him and Takeshi, who was rather fast thanks to him leaping with super strength. A few pedestrians were coming up fast, and Takeshi pushed them aside like they were nothing. One had flown into the air, but Peter managed to leap forward and catch them, setting them down gently before continuing the chase.

Kendo was coming back from the bathroom, thinking she was alone in the halls while everyone else ate in the mess hall. Much to her surprise, however, Takeshi ran right past her, with Peter following rather quickly.  
"Peter?!" She tried calling out, but he was too distracted to respond. Knowing him, he was likely in some kind of trouble she wasn't aware of. Taking only a few seconds to decide, she ran after the two and did her best to keep up, trying to launch herself forward with her giant hands.

When Peter felt like he was finally close enough, he shot a web to Takeshi's back, stopping him right in his tracks. The sudden stopped thrusted him backwards as he landed on his head, knocking himself unconscious. Peter skid to a stop just before his body, breathing deeply as his heartrate tried to slow down. Kendo finally managed to keep up, but at first said nothing as she was trying to figure out for herself what was going on. Eventually though, she finally spoke up.

"Peter?"

Peter looked to her, awkwardly trying to think of some kind of excuse. Though, once she registered that if was _Kendo_ , he relaxed his shoulders in defeat, "I'm about as lost as you are, Itsuka."

She approached him, standing by his side as they looked over the unconscious assassin, "Well," she said, "Let's find our way, then."


	27. Nightmare

With lunch still going on for the Sport's Festival Combatants, no one was around to see Peter and Kendo drag Takeshi into an empty hall they were sure would remain unoccupied for a brief time. The gunman was still unconscious and tied in a web cocoon, then stuck to a wall where he wouldn't escape. Knowing how easily he broke out before, Peter made sure to add several layers of webbing across the man's arms. Now it was a matter of waking him up.

Peter smacked his face a few times till he shook awake, his blurry vision taking a moment to focus on the two teenagers standing before him. Peter took front with his hands on his hips, while Kendo stood behind him with her arms crossed in worry. She should have known that trouble wouldn't end for Peter after Norman was put away.

"We have some questions for you," Peter stated as Takehsi focused his eyes on him.

"You won't be able to make me talk!" Exclaimed Takeshi, a shaking in his voice.

"You don't sound very confident about that," Peter stated, "I know you tried to kill me. Probably because I'm Spider-Man. Safe to say that's no secret anymore. What I don't know is _why,_ when I don't even know who you are."

Takeshi turned his head away, biting his lip and refusing to answer. Simply demanded the truth wasn't going to work, but not because he was unbreakable. Takeshi was showing a lot of fear, that much was clear to Peter. The thought of being harmed is what kept him from talking, but if he was worried about experiencing harm from Peter, he would have spilled already. The fear was coming from someone else, a superior perhaps?  
Peter checked around Takeshi's face and noticed there were oddly shaped bruises on the sides of his head and neck. They were shaped like rectangles, deep red markings around the outside of them. On the inside of the marking was the faint imprint of a house, the abbreviation R.I.P within it.

"Knuckleduster wounds," Peter stated, "I only know one guy who likes to use Knuckledusters of that shape. Tombstone is the guy who sent you, isn't he?"

"I'm not talking!" Takeshi shouted again, rather desperately.

"Peter," Kendo spoke up, "Can we talk for a minute?"

Kendo pulled Peter to the side, enough where a whisper would escape Takeshi's earshot. The look on her face was that of concern, and it was well earned. Looking at the man who tried to kill Peter, he doesn't seem like someone who would do this without motivation. He was terrified and delicate, but that doesn't mean his crimes aren't deserving of punishment, "Peter," Kendo whispered, "I get you want answers, but this guy tried to have you killed. I think we should take this guy to the police or a Pro hero or something, and maybe they can get something out of him that we can't."

Peter sighed, rubbing his face with his other hand holding on to the parallel arm, "You're right, we can't leave someone like him roaming free. Why don't you call the police and tell them everything that happened, and maybe grab the nearest Pro's outside? Mt. Lady and Kamui are working security so this is right up their ally. I'll keep an eye on this guy and make sure he doesn't go anywhere."

"Sounds good. We'll figure this out, Pete, I promise."

"Just make sure you don't miss the next challenge over this."

"…Right …" She nodded, turning away and walking in the other direction. He hadn't noticed the change in her tone, and she was grateful. Peter didn't see what happened during the second challenge, but she wasn't happy with how it resolved, especially since she didn't feel her team had done enough. Still, leaving Peter alone to continue the Festival after what just happened may have been the last push, she needed to make the coming decision.

…

Kendo carefully pushed through the crowd of people standing around outside, leaving her no time to admire the many activities available. There were many Pro's around, but she was looking specifically for Mt. lady and Kamui. Not only were they the ones Peter had suggested, but she had met them before when the school was attacked. They were the ones she had trusted the most to help her, considering how frightened she was. After what just happened, there was little chance she could bring herself to continue the Festival with a clear head. Her instincts told her to be by Peter's side in case something happens again. While she's proud of him for wanting to call Pro's and the police, that didn't ease her worry of him.

Finally, she found Mt. Lady with two other Pro's, Kamui and Death Arms. The sight of them gave her relief, a hope that everything would be ok. She called out to them "Mt. Lady! Kamui!" and waved her arm in the air.

Mt. Lady was the first to turn around and see her. It took a moment, but she did eventually recognize her from the school attack not that long ago. She remembered because she was the girl who Peter was with when they rescued them, "Hey! I remember you! It's nice to see you're doing alright," Mt. lady greeted Kendo with a smile, "Shouldn't you be inside, though?"

Kendo stopped and gave herself a moment to catch her breath, "It's Peter," She said, changing her voice to a whisper so the crowd wouldn't hear her, "Someone tried to kill him."

"What?!" Mt. Lady nearly shouted. Even Kamui and Death Arms tuned into their conversation now.

"He's ok," Kendo continued, "He has the guy …tied up now, but he wanted me to get help dealing with it. I was going to call the police as soon as I found you."

"Not a good idea," Kamui stated, crossing his arms and looking toward the ground, "If we involve the police _now_ , we may send the crowd into a panic. They just got over the school attack, we don't need to frighten them again for one criminal, even if it was an attempted murder. We need to keep this quiet."

"What was your name again?" Mt. Lady asked.

"Kendo," She answered, "Itsuka Kendo."

"Itsuka. Take us to Peter."

…

Peter stuck himself to the wall parallel to Takeshi. Both members of the empty hall had been silent nearly the entire time Kendo had been gone. Peter wanted answers, but Takeshi wouldn't talk. The only thing Peter could understand was that Takeshi wasn't a typical murderer. Tombstone wanted him to do this, and he has a talent for making people do things that are out of character. At the same time, he's also a creature of habit. Considering the super strength and horns, cross referenced with Kamui's description of the assassin from the court house, there's a good chance this is the same guy. Either this is what he was good at, or Tombstone has a way with words, as well as his fists.

It wouldn't be long now before Kendo returned with help, so he wouldn't have much more alone time with the guy. If there was anything he wanted to say, this was the time to say it.

"… I once watched Tombstone bash in the head of one of his workers," Peter started, "He had been working an order for someone, making a bunch of large trucks and weapons. The worker, I think his name was Rick, messed up one of the materials they needed. He promised he'd fix it, but Tombstone wasn't buying it. So, he knocked Rick down, tossed him through a window, and stomped on his head. His skull was crushed, twisted under his foot."

The story sent fear into Takeshi, making him gulp, "Why are you telling me this?"

"If that's what Tombstone does to someone who get's an order wrong, what do you think he'll do to you?"

"I _know_ he's going to kill me! He made it clear that if I didn't take you out, he would- …" A different kind of fear came over Takeshi's face, as he looked around the walls trying to find something, "What's the time?! Do you know what the time is?!"

Peter cocked his head to the side, "Why?"

"If I don't check in with Tombstone and confirm your death on the dot, he'll assume I failed and have someone else kill _me_! I can't be here much longer! You gotta let me go!"

"Who the hell is he sending?"

"Tombstone wanted this done quietly, that's why he sent _me_ first. But if I couldn't get it done, then he'd send the guy who'd throw _quiet_ out the window!"

"Why should I believe you?"

"Show me the goddamn time!"

"Alright!" Peter gave in, reaching into his pocket and pulling out his phone, "Geez, here."

As he lifted his phone to Takeshi, a purple colored knife suddenly pierced the device and stuck it against the nearest wall, causing it to spark with irreparable damage. The knife had also just barely cut one of Peter's fingers as he put pressure on the wound in shock. His spider-sense had gone off just a second too late, the speed of the knife too quick for an accurate reaction. He immediately looked in the direction of where the knife came from, and saw the man in question. He was tall, wearing dark armor plating over black cloths, his head completely covered by a helmet with a visor. His armor plating's were shades of black and purple. Around his belt were other knives and blades magnetized to the metal, easily to be pulled off by him if he wanted. His gloves had claws, stretching as if preparing to strike. No detail about him said he was going to play around.

Peter shook the pain out of his finger and stepped forward, "Who the hell are _you_?"

"You can call me 'Nightmare'," he spoke, his suit disguising his voice, "Because that's all anyone hopes I am when they meet me. Takeshi here failed to do his job, now I'm here to make it right," Nightmare's voice was young, perhaps somewhere in his mid-twenties. Yet the tone he spoke in said he was experienced, more so than he looked.

"Sorry, but I don't listen to guys so full of themselves they need a helmet to keep their heads from getting too big."

"I wasn't asking," Nightmare's hand rested on one of his blades.

"You guys never do," Peter got into attack position.

Though he assumed he was ready to move, Nightmare moved first, at least he thinks he did. In the time span if a single blink, Nightmare seemed to zoom passed Peter and slice his blade through the webbing holding Takeshi. The only proof he had even moved passed him was a small cut not appearing on his cheek as blood ran down it. Peter turned around only to be kicked down by Nightmare, who was now holding Takeshi up by the back of his shirt.

Peter landed on his back, one hand on his bleeding cheek as he processed what had just happened. He had never seen anyone move that fast before, not even mutants like Quicksilver back home. Even his Spider-Sense wasn't able to warn him in time, being nearly a half-second late. This guy was somehow faster than his own sixth sense, a feat that seemed impossible until now.

"Now," Nightmare said, dropping Takeshi and lifting his blade, which lit up purple across the sharper end, "Your punishment."

Just before he could strike down, Peter shot a web at his wrist and pulled on it, making him drop the weapon to the ground with a clank.  
"For someone so fast, you did a poor job stopping that!" Peter exclaimed.

Rather than zoom at him, Nightmare pulled the webbing off and ran at him with a pair of knives. Peter pushed off his hands and got up onto his feet, just in time to start dodging the attacks one at a time. He was moving slow now, rather than just cutting him up with his incredible speed. It wasn't adding up, but that wasn't something he could worry about while being sliced at by a deranged killer.

However, Nightmare suddenly decided to use that incredible speed and slice across Peter's leg, then his arm before kicking him into the wall, a knife stabbing into his shoulder. Peter shrieked in great pain, trying to apply pressure to the wound despite the knife still being there.

Nightmare lifted another dagger, trying to stab him at a slow speed instead of a faster one. Changing his speed again and at such a strange time? There was a pattern. Taking advantage of his speed change, Peter kicked Nightmare away and pushed himself onto his feet, taking a deep breath before yanking the blade out of his shoulder and using his webbing to seal the wound.

"You're really bizarre," Peter stated, "You have all that speed and you only use it in …spurts," it had suddenly clicked with him as he tilted his head to the side in enlightenment, "Unless …that's your quirk. You can move quickly, but only in short bursts, am I right?"

Nightmare didn't answer him, but Peter could tell by his body language that he was right.

"Alright. I can work with that," grinned Peter.

Nightmare positioned himself, telling Peter that his speed was likely returning to him. Without hesitation, Peter lifted his back leg and pressed it against the wall behind him. Before his opponent even moved, peter leapt into the air and spun in a circle. Nightmare zoomed just under him, surprised that he was able to dodge him so perfectly, but unable to rest on the thought as he crashed into the wall, throwing himself into a daze.

Peter landed on the ground and webbed Takeshi, yanking him in his direction and grabbing him by the shoulder, "Run!" he said, pushing Takeshi forward as they took off through the halls.

Nightmare got to his feet to see them taking off. Anger swept over him while he picked up his knives, "Everyone runs," he said, "But no one can escape their nightmares."

…

It was only minutes after Peter left the hall and Nightmare chased after them when Kendo had returned with the Pro Heroes. She, Kamui and Mt. Lady had come into the hall ready to see Peter standing there, wondering what had taken them so long. Mt. Lady was in front, speed walking as she wanted to make sure the young arachnid hero was unscathed. Her fears were met however when they entered the hall and found nothing but webs scattered everywhere.

"I don't understand …" Kendo questioned, "He was here! Where did they go?!"

Mt. Lady looked around at the webs on the wall, where she assumed the murderer was being held before they up and vanished. She traced her fingers along the wall until she found a phone pinned to it with a knife. The knives design made her curious. It was almost shaped like a small kunai, painted to be black and purple, and sharpened to be thinner and smaller than the traditional model.  
She pulled the knife out of the wall and held the phone in her hands, "Is this Peter's?" She asked.

"…Yes," Kendo confirmed, "What the hell happened?"

"We'll figure it out," Kamui said sternly, "But you need to go back to your friends where it's safe. Besides, the final challenges are going to start soon and you don't want to miss them."

"I can't continue the festival knowing that Peter is in danger!"

"Peter will be fine," She leaned down and put a hand on her shoulder, "He's a capable young man. I'll make sure nothing happens. If you aren't there for the start of the next round, you'll be disqualified," She stood up straight, "Leave this to the Pro's."

Mt. Lady and Kamui took off down the halls as quickly as she could, yet their words remained behind with Itsuka Kendo. That statement was one she had said often, one that she had told Peter more than enough times. When things seemed to dangerous, she always said that a Pro hero should handle it, not him.

Why was she questioning it now?

…

The opening speech was taking place outside in the arena, and teams were being told what was happening next. All peter could make out while he rushed through the halls with Takeshi was that it was a verses challenge, classic hero fights hero. Unfortunately, he wouldn't be able to partake in actually seeing any of the fights. Instead he was running through the halls, holding Takeshi by the wrist as he dragged him along. The halls were overall unoccupied, minus the occasional witness who left their seats to use the bathroom or grab refreshments. Each time Peter looked behind them, Nightmare was there, dashing closer in bursts of speed, daggers in both hands. He knew he would catch up eventually, no matter their efforts.

Knowing he was a single dash away from catching them, Peter grabbed Takeshi and threw him to the ceiling, webbing him there with an impact web. He then threw his back leg toward Nightmare just as he dashed forward, kicking him in the gut and sending him rolling away, though he managed to quickly get back on his feet, kneeling only slightly.

Nightmare came at Peter, this time without his speed. He dodged the incoming blades of his opponent and even caught one of his attacks at the wrist. Though he was only able to just barely lean back from a slash by the other blade, slicing his shirt and barely cutting his stomach. Thankfully, it was only a flesh wound, but that didn't stop it from hurting. Nightmare's blades were extremely sharp, as if getting a paper cut with every attack.

Peter, still holding onto his wrist, flipped over his head and landed behind him, twisting his arm into a handlebar position. The dagger dropped from his hand, his fingers having no choice but to release when he twisted his muscles. He tried to strike with the other blade, but Peter webbed it away with an impact web.

"So, what's your story?" Peter asked as he struggled to hold him in place, "Because you have a dark knight kind of vibe, or maybe Assassins Creed. You'd be a templar I bet!"

"My story isn't for children like you."

"I'll have you know I'm a teenager! I have chest hair!"

In a burst of speed, Nightmare freed himself from Peter's grasp and struck him with his palm, hitting his nose and causing him to stumble back. Peter's vision was blurred now, having taken a strike that may have broken his nose. Only after he recovered his vision did Nightmare hit him again in the same spot. Now he was dazed and confused, leaving Nightmare to grab one of his daggers and throw it at his leg. The pain forced him to fall to one knee in agony.

Nightmare kicked Peter in the face, nearly knocking him out as he pulled out another kunai. A quick execution wasn't possible, not with his speed still in recharge mode, which meant this was going to get messy.

"Tombstone should have just sent me in the first place, but he didn't want to make a scene," Said Nightmare, "It's time you face your fears in the afterlife."

Peter, in response, chuckled.

"What's so funny?!" Nightmare asked, gripping the Kunai tighter.

Peter chuckled as he looked up at the ceiling, blood dripping from his nose as a bruise had begun to form, "Face My Fears. That's uh …that's a Kingdom Hearts song."

Nightmare tilted his head to the side, "…What?"

"Aw …you guys don't have that? Or maybe you're just uncultured," He lifted his head, "You uncultured swine!"

Pointed his wrist up, he fired off a trip mine device from his web shooters that stuck to the ceiling. It shot off a blue light that stopped when it reached Nightmares back. The device then fired off a web and stuck it to him, retracting and dragging him upwards. When he collided with the device, it exploded and covered him in webbing that stuck him to the ceiling.

"That little doo-hickey is one of many web gadgets I've been developing on the side for the last few weeks," He gets to his feet, pulling the dagger out of his leg and webbing up the wound, "You're fast, but I'm smart. And …please don't follow that up with 'You're not smart _enough_.' I hate that line."

Peter wiped his nose, a decent amount of blood falling from his face. Having been struck in the head three times, he was feeling rather dizzy, even struggling to walk forward and having to use the wall as support. He blinked a few times, but his vision barely got better. The pain was forcing his eyes to eject tears, which only collided and mixed with the blood on his face.

"You're good, kid, just as good as he said," Nightmare admitted, "Which means you should know when a fight isn't over."

Stretching the webbing around his arms, he reached for a kunai on his belt and slicing at the webs. Hearing them snap and break, Peter groaned and turned around, lifting his fists up, "Alrighty …put 'em up then," he said as Nightmare freed himself and landed on one knee.

"You can't win this," he said, "You're dazed and weak. My speed is back and I have a knife in my hand. One dash is all I need to slice your throat."

"True …I'll give you that," Peter admitted, "Doesn't mean I'm gonna back down."

"I was gonna kill you either way."

"…Dammit."

Nightmare gripped his Kunai and dashed forward. Instead of slicing Peter's neck, however, the blade cut across a large piece of flesh that had suddenly grown and expanded in front of him. It was a massive hand that flinched from the pain, but still formed a fist and struck the villain back. Standing between them now was Itsuka Kendo, both hands grown to a massive size, and clenched with great strength. Her expression was one of determination, worry, and anger. She was breathing heavily, likely because she had to sprint just to make it in time.

"…Itsuka?" Peter questioned, "What're you doing?"

Itsuka turned to meet him eye to eye, a look of defeat in them, "The right thing, damn the rules to hell where they belong."

Peter was so shocked by her sudden appearance, that her words were enough to turn his tears from a defense from pain, to a response from her. That, or he may have a concussion.

"Another victim doesn't bother me," Said Nightmare, "You'll all be dead soon."

"Talk to me, Pete," She demanded, "Who're we dealing with?"

"He uh …" Peter needed a second to collect his thoughts, the weight in his voice showing how tired he was, "He can dash at incredible speeds but only for a second, then he needs at least 15 seconds to recharge. And yes …I counted."

"Let's not waste them."

Nightmare regained his speed and dashed forward again, only to find that he was unable to attack them as Kendo's hands acted as a shield. He only bounced right off her knuckles and stumbled back, managing to merely cut her skin and nothing further. When his speed ran out, she threw her fists forward one at a time and struck him, sending him against the wall where Peter then leaped over her and shot him with an impact web. It didn't hold him for long as he still had the Kunai in his hands, and cut through the web easily. His efforts though only led to Kendo striking him again with a left hook, and Peter coming in with a roundhouse.

The back and forth seemed to continue; Nightmare would charge in only to be stopped by Kendo, then for 15 seconds they wailed on him. Eventually he took the hint that the pattern needed to end. Using another burst of speed, he maneuvered around the two of them and made it to the other side of the hall, where Takeshi was still stuck to the ceiling. Peter quickly webbed his arms before they could grab any weapons, and tried to hold him in place. Kendo then came rushing in to attack, but Nightmare backflipped over her and pulled peter forward, making him crash into her as he landed behind them.

He threw a knife in Takeshi's direction, but Peter managed to leap upwards and catch it, sticking himself to the ceiling, "I think you'll find this is over."

Nightmare checked his belt and found he was out of knives and daggers. With 10 seconds left until his next burst, there wouldn't be enough time to grab another one from the ground and not risk getting knocked out by the girl with large hands. He just needed to bide his time for a few more seconds.

"Peter! Kendo!"

Mt. Lady rushed into the hall with Kamui trailing behind her, seeing the scene that was unfolding and immediately getting into an attack position. Nightmare looked between her and the kids, a look of worry on his helmet covered face. Two kids were one thing to handle, but two pro heroes were entirely different. He knew Mt. Lady wouldn't try and grow in such a small space, but small spaces worked to Kamui's advantage. One move and the entire hall would be covered in branches, making quick movements nearly impossible.

"Fine," Nightmare sighed, "I know when I'm beat. Guess I won't be getting paid after all. Just know this," five seconds left, "No one can escape their nightmares forever, not even the best of us."

Zero.

Nightmare dashed out of the room with a single burst, and was no where to be found. Finally, it was over.

Peter collapsed to the ground after the tension finally left his body, and Kendo immediately went to his side, letting her hands shrink back to normal. He was still conscious, but the blood loss was getting to him after going so long without treatment.

"Mt. Lady! Go get Recovery Girl! Please!" She begged.

"Are you sure you'll be ok?" She asked.

"Go! Now!"

She hadn't seen her quite like this before, but she nodded anyway and took off in the other direction. Kamui stayed behind and kept watch in the hall to ensure the villain didn't come back.

"…Kendo," Peter asked quietly, trying to hold his head up to stop the bleeding from his nose, "What are you doing here? Shouldn't you be with your class before you fight in the finals?"

She smiled warmly for him, caressing his hair gently, "I uh …I forfeited."

"You …what?" He asked with utter shock, though no strength to raise his voice, "Why would you do that? You trained so hard for this, and you …gave it up?"

"My team didn't do much during the second challenge, we didn't feel as though we deserved it. Besides …I couldn't keep doing the festival knowing you needed me. I couldn't just …leave it to the Pro's."

He chuckled, causing a headache, "You're starting to sound like me."

"That better be a good thing."

"That's up to perspective."

She laughed, but only slightly before she looked sad again. She took off her gym jacket and used it to try and stop the bleeding in his nose.

"So," Takeshi spoke up from the ceiling, "When will someone get me down?"

Kendo looked up, startled, "Crap, I didn't even notice you were there."

"It's ok …I'm used to that."

…

Recovery Girl pulled the covers over a now healed Peter Parker as he laid in an infirmary bed. Recovery Girls ability used up stamina from the subject in order to heal them, so Peter was rather tired after the ordeal. Once he was healed and cleaned up, he had fallen right to sleep with a faint snore. Recovery Girl patted him on the head as she used a wet cloth to clean up the last of the dry blood on his face. After drying it, she rinsed out the cloth in a sink and threw it into a bin labeled 'Dirty rags'. The entire time she worked, she hummed a tune to herself and tried to remain chipper, despite the three sources of worry in the room. The two Pro's and young student stood in the corner of the room and waited until they were given the ok. Kamui wasn't concerned in the same way that Kendo and Mt. Lady were, but he was still worried all the same.

Adjusting his pillow, Recovery Girl finally said "I'm all done. He'll be just fine."

With a sigh of relief and tension fading, Kendo was the first to approach the bed and check on him up close. His light snoring made her quietly chuckle, even smile a little.

"The poor child needs rest," Recovery Girl said, "He's been through so much these last several weeks. Fights a villain on his first day, then the attacks at the precinct and school. It doesn't seem to end for him, and I haven't the faintest idea how he deals with it."

"He's a magnet for trouble," Kendo answered, "When do you think he'll wake up."

"How should I know? Could be a few hours, could be a few minutes. It all depends on him, really. Now, I need to get my supplies ready. The second round of the fights are starting soon and I just know that Izuku boy is gonna end up in here one way or another."

Recovery Girl grabbed her cane and left the room. Now left with only the three of them, Kamui felt awkward being there. He didn't feel as though he knew the kid well enough that he deserved to watch over him.

"I'll go back to security," he said, "You coming. Mt. Lady?"

"I'll stay for a bit," She answered, "You go, I'll catch up later."

With a nod, he made for the door, but not without looking back at her once more time and wondering.

Now it was only the two of them. Kendo pulled up a chair and sat next to the unconscious young hero. She scooted up as close as she could, and started gently running her fingers through his hair. His consistent breathing pattern took her worries away. Finally, she could stop thinking someone was going to kill him today. It seems like he can't go one week without an assassination attempt on his life. Perhaps that's simply what a hero has to go through, something he would know better than her.

Mt. Lady moved closer as well, but found no seat she could sit on. Instead she leaned against the wall and watched how Kendo looked after him. It was sweet to see how much she seemed to care, enough to put herself in harms way for him. Being the flirt she was, she knew that kind of affection when she saw it, she knew when it was real.

"You two must be close," Mt. lady said.

"I mean …we're getting there," Kendo hadn't taken her eyes off Peter, "We've been through a lot together in such a short time. He's a good guy, if not unbelievably stubborn."

"The first thing he did when I met him was save the kids at U.A. All he ever seems to do is help people."

"It gets him into trouble, though. He doesn't understand the meaning of self-preservation and it really bugs me."

"I know. It's starting to bug me too …" Mt. Lady smiled, "I don't want anything to happen to him, the poor boy."

Mt. Lady didn't feel the same about Peter that she assumed Kendo did. The way she felt was rather different, more so a guardian than someone to love in that way. She would never admit it, not to the paparazzi, but she always wondered what it would be like to take care of someone. Someone like a child, so she could protect them and teach them right and wrong. Peter somehow shows her what it means to have a son, someone she can be proud of for their achievements, to see all their potential and wish only to help them reach it.

She would never admit it, but a small part of her wondered what it would be like to be a mother.

"You should go and cheer your friends on," Said Mt. Lady, "And I should get back to security. Peter will be ok without us for a while."

Kendo knew she was right, Peter needed time to rest on his own, "Ok."

The two heroines' left the room together, and Peter was finally able to sleep in peace, a sleep he so desperately needed.

…

Out in the activity stands of the sports festival, Nightmare was hidden away in a dark corner between stands, kneeling and hiding away from passing Pro Heroes. Thankfully for him, his dark armor made him harder to spot in the shadows. As impressive as he believes his quirk to be, even he couldn't take on all those Pro's at once. With every hero who works security now knowing about the assassination attempt, they would be on guard double-time, which meant any more attempts made on someone's life could easily result in being captured. He wasn't willing to take that chance with this, no matter how much he was getting paid.

Nightmare pulled out his ringing phone and reluctantly answered, seeing who the caller I.D was, "I know what you're gonna ask. No, he's still breathing."

" _I thought you were supposed to be the best of the best. What happened_?" Tombstone's voice rang with rage.

"Some new players I didn't predict. A red-head and two Pro heroes. They're on guard now, so even if I can get to the kid, they'd have me behind bars before I can do anything. I had to get out of there while I still could."

" _I'm very disappointed in you, Nightmare. I expected more from someone of your skills," he sighed, "Fine. You'll just have to try again later, once he leaves the festival._ "

"If I can even get close to him, there's a good chance they'll get a protection squad together just in case I try and make a move. If you want this done, I need to be patient."

" _Just finish it before the auction at the end of the week. I don't want him interfering."_

"No problem," Said Nightmare, before hanging up the phone.


	28. A Change in Heart

The shades of Detective Naomasa's office were shut to hide his work. It was in no way wrong, but the chief asked him to keep his investigation quiet. He had just gotten off the phone with a Pro Hero watching over the Sport's Festival, and informed him that Peter Parker had once again been attacked by a villain they had never seen before.

The evidence was adding up.

Three incidents where someone attacks and Parker happens to be around. Perhaps it could be chalked up to coincidence, but what if there was a deeper reason for these incidents. He knows there may be two Peter Parkers in two different countries, and recent evidence shows only one of them has legitimate records. The Peter Parker in japan was sketchier than the one in America. In fact, the only reason he hasn't already brought him in for questioning was because of the good he's done seemingly holding the police department back.

But the dots were connection, and he couldn't ignore it any longer.

…

Kendo returned to the arena with her class and sat in the bleachers. As the day went on, more matches took place between rival students. 1-A classmates like Denki unfortunately lost, while Kirishima had managed a victory with a tie breaker. When Denki lost his fight against a member of 1-B, Neito was there to call them out on it, and would have continued to do so without Kendo's interference.

Uraraka faced off against Bakugo, and put up a good fight against him. In the end, however, she lost to him when she passed out from exhaustion. Mina had won her first match, rather proud of herself that all the training had paid off. Unfortunately, Momo was not as successful with her match against Tokoyami.

It was taking its toll.

At the end of Momo's match, she left the arena carrying the only two weapons she had a chance to create. The crowd was cheering behind her for the victor of the match, while she slummed into the shadows of the waiting halls. When she felt as though she was alone, the weapons dropped from her hands with a clank.

The feelings that overcame her were too much, her heart feeling as though it was being yanked from her chest and squeezed with string. Her cheeks were stained with tears, covering her mouth as not to make too much noise. Eventually though, it didn't matter with the volume of the crowd, and she let her feelings loose. Collapsing onto the ground with one hand on the wall, her knees shook despite the tension being released. All her training she had done, whether alone or with Kendo, had all been for nothing. The sum of her efforts resulted in a 10 second match where she lost instantly. Tokoyami's shadow was just too fast, and pushed her out of the ring before she could even do anything.

Everyone watched her fail.

The young pink skinned heroine strolled the halls, hoping to find her friend after the match. What she hadn't expected was to find her on the ground with tears in her eyes and gasping for air. The sight wasn't one she had _ever_ expected to see, knowing how composed her friend often was.

"…Momo?" Mina asked quietly, but just loud enough to be heard over the crowd.

Momo lifted her head in shock, trying as quickly as she could to wipe away her tears and compose herself, pushing onto her feet, "M-Mina …Hi."

"Do you …wanna talk about it?"

Her first instinct was to say no, and hold her feelings in like she normally did. She was taught to be elegant, professional and composed at all costs. Ever since that day in class, though, where she connected with Mina over their feelings for a certain arachnid, she had felt differently around her.

"…I failed, Mina," She choked, "Everyone watched me f-fail!"

Mina quickly came in for a hug as Momo's tears began running again, stronger than before. Her friend hung desperately to her, being she was one of few she felt she could trust with her heart's contents. Mina herself didn't entirely know what the right move was to help her, but a hug seemed to have been doing the trick.

"I had a chance…!" Momo exclaimed, "And I ruined it! I failed in front of all those people!" she gasped, "I failed in front of Peter …"

"Do you still feel that way for him?"

"…I don't know," Momo slumped against the wall, sitting down on the concrete as Mina joined at her side, "To be honest …I've always been jealous of him."

"Jealous?"

"Yes. He would ace his tests, perform elegantly during the Hero classes, impress everyone with his natural talent. I do admire him for it, but I was also envious. I wanted to be as good, if not better. I thought …I could win this tournament, or at least show people what I could do, and prove I was just as good of a hero as him."

"I get that …when he started giving me the admiration I always wanted, I clung so tightly to it. I guess …we both mistook our desires to be better as …something more, huh?"

Momo chuckled, "I guess we did. Maybe we projected those feelings onto the one person we thought could take it."

"I mean, I still like him a lot. Just …turns out it wasn't like that."

"… What's your point? I feel like there's a point that I'm not getting."

"You set your bar too high, Momo. We're all still in training, so, just try and cheer up!" She poked at the sides of her smile, "Like, I don't know, whisper 'strudels' to yourself!"

She snickered, "Strudels?"

"See, it worked!"

Momo laughed, leaning her head onto her friends' shoulder, "Thanks for being a good friend."

"Any time, happiness is my specialty."

…

Peter's eyes opened suddenly, blurred by grogginess and irritation to the light. His body wasn't sore anymore, but he still felt drained and weak. He blinked a few times to adjust his pupils to the light, a few tears forming and washing out the eye gunk. The last thing he remembers solidly was laying in Kendo's arms, then being carried away. Judging by where he was, they must have taken him to the infirmary. He groaned out loud as he rubbed his face, massaging it to force feeling back into his muscles.

His head tilted to the left, and he saw Izuku laying in the bed next to him. He was covered in bandages around his head and arms, some blood was on the cart of tools next to him. On that cart was a sewing kit, along with other small tools next to it. What happened to him, he wondered.

The time on the clock was much later than when he last checked it. Who knows where they were in the tournament by now?

"…Izuku?" Peter quietly called out, not wanting to wake him too suddenly, "Hey …Izuku?"

Midoryia groaned as he squeezed his eyes closed from exposure to the light. Going through the same motions as Peter had, he found him laying in the bed parallel, looking rather worried, "Peter? You're up." he asked weakly, "What happened to _you?"_

"Oh, you know, some asshole in purple. You?"

"…Todoroki."

His joking mood switched to concern on a dime, "Did you have to fight him?"

"Yeah …and I lost. But …" Izuku suddenly smiled, "At least I saved him."

He didn't quite understand what he meant by that, obviously there was some context that he was missing. Regardless, at least Izuku was ok, despite the evidence that something had been undergone while he slept, "Izuku," Peter pointed to the cart of sewing supplies, "What's with the tools?"

"Oh, I uh …I'm going to get surgery."

Peter sat up straight in an instant, the covers falling to his lap, "Surgery?! The hell happened in that fight?!"

Izuku looked surprised by his reaction, and guilty for the reason why. He couldn't keep looking directly at him, instead dodging his gaze to the blanket on top of him, "You know how Todoroki doesn't use the fire side of his quirk? Only the ice side? I found out it was because he was trying to reject his dad's power. I saw how much pain he was in and I …I really wanted to help him. I told him that power was his, not his fathers, and it gave him the courage to use it. Of course, it …costed me the match."

"You chose to help him …over winning?"

"Yeah …" Izuku finally looked up again with a smile, "It's like you said; I need to set my own golden standard for the kind of hero I want to be."

It was surprising that he remembered those words, almost feeling as though he said them so long ago. While it wasn't that long, only around a month, it felt longer after everything he's gone through since arriving here. In that short time, though, he's seen Izuku grow and begin to figure out who he is, a fact he respected, and could be proud of.

"So, what happened to _you_?" Izuku returned, "You weren't apart of any of the matches."

"Yeah …I got jumped by some guys, bad guys …villains."

Now it was Izuku who shot up in worry and shouted "What?!"

"I'm fine now, don't worry. The first guy showed up to kill me and failed, so _another_ guy showed up to kill us both."

Transforming from worry, Izuku's face went to sheer frustration, "Geez, Peter! How many more times is this gonna happen?!"

"What do you mean?"

"You've been attacked, beaten, bloodied and broken so many times over the last month that you've nearly given May and my mom a heart attack, and I'm not far behind! Why are so many of your villains here in Japan?! Why do they all want you dead?! I just don't understand!"

He took a deep breath, retraining himself from getting to verbal with his roommate. He just wouldn't fully understand if he were to try and explain it to him yet. No one was ready for the truth, not now. It was hard enough for _his_ world to accept the idea of gods among them, aliens from space, and now the _multiverse._ This world hadn't seen any of that yet, and it wasn't worth getting thrown into the insane asylum for, even if _someone_ believed him.

"That's just the price of being a hero, Izuku," He finally answered, "I mean how many times has someone tried to kill All Might? It just …comes with the job."

"…Right," Izuku muttered, managing to calm himself down and lower his body back onto the mattress, "I'm sorry."

"Don't be. I can't blame you for being so worried after everything I've put you guys through. I was really hoping today would be a day off from all of that. I really thought I wouldn't need protection anymore."

The awkward pause only got worse when they just thought more on how awkward it was. If someone didn't break the tension, they would both go insane.

"So …surgery. I've been through that once or twice. Once got stabbed by a broken sword and had to get the shards removed."

"A broken sword? What was the context in _that_?"

A smile crept onto his face, "Depends. How much time do you have before your surgery?"

…

The festivals events continued with the second round of fights, Tenya faced off in the arena below as his friends watched from the bleachers. Most of the class had either been in the stands, or in the waiting room till their match came up. Momo, however, was somewhat in-between. Rather than sitting with her classmates, she stood quietly at the door leading to the stands, one hand on the wall and the other on her chest. The sight of the arena made her heart heavy with guilt, only seeing how badly she had failed. Mina had tried her best to cheer her up, and the effort was appreciated, but it didn't stop how horrible she was feeling.

"Yayorozu."

She twisted her head in a quick jolt when Todoroki spoke to her, standing a yard and a half away from the door she leaned upon. His expression was blank, but not quite as stern or aggressive as it had been earlier that day. The last time they talked, he wasn't the most pleasant receiver of her words, so her chest tightened at the sight of him.

"…Hello, Todoroki," She greeted monotonal.

"I wanted to say something to you," he stated, "About what you told me earlier."

A small pause took place, as he looked down at the ground. It was obvious to her that something in him had drastically changed since they last spoke. His shoulders weren't as stiff, looking much more relaxed and lower than normal. It eased her paranoia, but not her curiosity.  
"Momo, when you confronted me before the festival started, you said 'we are all in this hero gig together,' and that '10 years from now, we could all be Pro heroes. And no matter how strong you think you are, we all will need each other'."

"…I did. Why are you bringing it up now?"

His eyes traveled up to meet with hers, "Part of me believes now that you may have been right."

Hearing those words loosened the invisible grip in her chest, feeling a little lighter on her back. Her blank expression became one of surprise. She had never expected Todoroki to show that much empathy for someone else. He had always been, for lack of a better word, cold to others. Could this sudden shift have something to do with his match against Izuku?

"You also asked me if I was doing this because of someone, and you were right about that too. I did this in detest of my father."

"Why are you telling me this?"

"Just trying to make amends, that's all," stuffing his hands into his pockets, Shoto turned around and walked away from her without so much as a goodbye. He was resistant, but the gesture was there regardless, and she appreciated it. The effort he made for her was enough to ease her nerves, and motivate her to enter the stands with her friends.

"Momo!" Mina shouted, "Get over here and hug me! I lost my match to Tokoyami too!"

She snickered silently to herself, walking down the rows and sitting next to her, giving her a side hug with one arm as she cried in an overreactive fashion. Unknown to Momo, while Mina _had_ lost her last match, she wasn't quite as upset as Momo was. She simply wanted to sympathize with her after seeing how she reacted losing to Tokoyami.

"One more match, and we enter the finals," Said Toru, bouncing up and down in excitement, "Who do you think is gonna win? Bakugo or Kirishima?"

"I'm rooting for Kirishima," Mina smiled warmly with her hands on her cheeks, "No way can Bakugo break through his tough armor."

"That's what you said when he fought Peter," Said Tsu, "And he lost."

"He lost the fight, but he won the match," Mina remined her, "I still count that as a win."

Any conversation the students had halted when a figure entered the stands. It was Peter Parker, and his cloths had several rips in them, the most noticeable being the large opening in the chest area of his jacket. Mina was the first to greet them with a smile on her face, "Hi Peter!" She exclaimed.

"Peter," greeted Tsu, "We saw you were in the infirmary with Izuku, and we were pretty worried. Recovery Girl made us all leave before we could even ask what had happened."

"Yeah …sorry. Some idiots jumped me, but I'm ok now. Don't worry, we're both fine."

Uraraka's face wasn't entirely buying that they were ok, more worried over Deku overall, "Will he be ok?" She asked as Peter sat down.

"Yeah, Izuku is a tough guy. They healed him enough so he could walk, but he went somewhere else to watch the match I think."

Mina, standing behind Peter, leaped forward and wrapped her arms around his shoulders, giving him a tight hug, "We were really worried about you guys! When Uraraka told us you and Izuku were injured, I wanted to come and see you but the nurse wouldn't let us! She said that you were beat up or something but I was like 'Peter wouldn't let that happen; he'd beat the crap out of the other guy!'"

"I'll …look I'll tell you guys about it later. Right now, I just wanna watch the rest of the matches!"

"OOooh! Ok!" Mina jumped into the set next to him, "Kirishima is up next! And he's gonna fight Bakugo! What's your bet?"

"Kirishima," He scoffed, "I'll cheer for Bakugo when he smiles at me."

"Told ya!" She shouted, "He's gotta win now!"

Her excitement over Kirishima's prejudged victory didn't go unnoticed. The thought of him brought happiness to Mina. Normally, a lot of things brought happiness to her, but this seemed different. He remembered how indifferent she was with her feelings toward himself, and perhaps this was the reason why. Perhaps her feelings; her true feelings; were actually directed toward someone else.

"You and Kirishima close?" Peter asked.

"Something like that. He and I went to the same middle school, so we've been friends for a while. Getting to see how much he's grown has been fun."

"I'm sure he feels the same way," He grinned.

Fortunately, Mina was rather oblivious to Peter's hints about her connection with Kirishima. She just continued her happy mood while Kirishima's match with Bakugo had begun. She watched very closely at the red-haired hero, pumping her fists into the air with anticipation as they fought. It relieved him knowing that her true feelings may have laid with someone else besides himself, considering how he first reacted to her indirect confession.

The match came and went, and Bakugo emerged victorious over Kirishima.

"Aw man!" Pouted Mina, "That's so not fair! Kirishima totally had him!"

"Next time Mina," He reassured her, "Next time."

Tsu placed a finger on her chin, having to do a bit of math to figure out everyone that was left in the tournament, "So that just leaves Tenya, Tokoyami, Todoroki and Bakugo."

"Hope Tenya has someone watching him back home. Same to the others too …even Bakugo," Said Peter with a groan at the end.

"Tenya said his brother was watching," Uraraka chimed in, "Though apparently he's been having trouble reaching him between matches. He is a Pro hero so I guess he must be pretty busy. I think Bakugo's parents are watching, but I don't know much for Tokoyami or Shoto."

"His father is watching," Momo cut in abruptly, "Shoto's father, Endeavor, is watching him."

"Oh, I bet he's super proud!"

She sighed, looking down at her feet, "I doubt he cares."

Izuku had eventually joined them in the stands as the next few matches came and went. Tenya ended up facing against Shoto in a battle, and didn't emerge victories. Shoto did however express the difficulty in fighting him, which made him feel much better. The gesture hadn't gone unnoticed to Momo once again, as she continued to gather evidence of the change in his heart that was taking place. Tokoyami had fought Bakugo, and lost due to his shadow's weakness to the light that Bakugo's quirk generated. Now it was Shoto verses Bakugo left before a winner could be declared.

"I wonder what this match will be like …besides intense," Izuku muttered.

"Those two are some of the most powerful in the class," Peter added, "As much as it pains me to admit how good Bakugo is. Though I don't know if it'll be as intense as when _you_ fought Shoto."

"You'll have to take notes for next time," Tenya said as he entered the stands with a confident smile on his face.

"Iida!" Peter greeted, "I thought you did great out there regardless of the results."

"Thank you, I appreciate it," He returned.

Tenya suddenly started vibrating unexpectedly, nearly making his friends jump out of their shoes. When asked what was wrong, Iida simply said it was his phone as he pulled it out. He had nearly given them a heart attack with how strong the ring tone was.

While the others didn't notice, Peter took note of how Iida's expression changed so suddenly after seeing the caller I.D. It was a mixture of confusion and worry. He hadn't even spoken a word further to his allies before taking it into the hall out back. Something was wrong, and he didn't need a spider-sense to see that. Without an explanation, he got out of his seat and followed Tenya at a distance.

Entering the hall, he found him on the phone. He seemed to have been speaking to his mother, telling her how he lost. Whatever she said next sent him into shock. He was frozen in place, the phone lowered slightly from his ear as his pupils shrunk in painful focus. His fingers were shaking, and sweat formed on his head as his breathing quietly sped up.

Peter knew what this was. He was the same way anytime someone mentioned his Uncle.

The phone dropped seamlessly out of Iida's hands, thankfully not reaching the ground before Peter could shoot a web and catch it, yanking it into his own grasp. The action forced them to make eye contact, tears starting to form in Iida's eyes. Based on experience, Peter knew there was nothing he could say that would help, not with the wound so fresh. Instead, Peter slowly walked over to his friend and placed the phone back into his hands, before pulling him into a hug. He hadn't expected him to hug back, not with how he was in shock. Peter just knew that this one hug would go a long way in the future.

Even Peter could feel how the vibe suddenly changed in Iida. Carefully, he pushed Peter away and wiped out any tears that may have formed, standing straight with his arms at his side.

"…Iida," but Peter couldn't speak any more than that, he didn't want to hurt him.

"Guys?" Izuku called out, Uraraka seemingly clinging to his good arm as they approached them, "Is something wrong?"

"Midoryia …Uraraka …Peter," Iida began, "I know that this is sudden, but I have to leave now," His tone changed slightly, just hinting at the pain he was trying to hide, "A villain got my older brother."

Both Uraraka and Izuku gasped, the latter being the first to respond, "Wait …you're saying Ingenium is hurt?"

"Yes."

"Do they think he's gonna be ok?" Asked Uraraka.

"I don't know many details yet. That's why I have to go right away."

As much as they wanted to stop him, Iida took off rather quickly with only a wave goodbye. Peter couldn't blame him for reacting the way he has, trying to force the feelings down instead of facing them. He must be feeling so much more than he can handle.

"I know what he's going through," Peter said suddenly, almost startling his friends after the break of silence, "There must be so much going through his mind that the only way to cope with it while it's so new is by forcing yourself to feel so little. He just needs time with his family before he can accept it. On the bright side …at least his brother is still alive."

"…Yeah," Uraraka muttered, "But I'm still really worried about him. He's our friend, and I feel so useless not being able to help him." Uraraka looked down at her feet, holding her fingers together in self-pity. That kind of attitude wasn't healthy for anyone, especially not someone as sweet as her.

"It's ok, Ochaco," Izuku smiled at her, "He'll be alright."

Seeing his smile was enough to make Uraraka feel a little better, even make the natural blush on her cheek only get deeper.

"Let's just …watch the last match, guys," suggested Peter, "We'll call him later, yeah?"

They both nodded, following behind Peter as they went back to their seats.

The final match came and Bakugo fought against Todoroki. In the climax of the battle, Momo noticed how Todoroki seemed to surrender and allow Bakugo to beat him. She didn't understand at first, until she thought more about what was going through his head. It was doubtful he felt he needed to win anymore, having nothing more to prove to his father now that he accepted his power. Perhaps losing was simply the better option for him, emotionally.

After the final gathering where the top three were awarded their medals, one of the three more resistant to it. Bakugo didn't feel as though he earned the victory, and his anger forced them to tie him up while they bestowed the medal. It was enough to make Peter laugh, despite his mind still being on what Iida had just gone through, and is likely _still_ going through.

Everyone finally began to walk home together in groups. The sun was starting to set as everyone left the arena dressed in their normal school outfits rather than their gym uniforms. Mina stayed at Kirishima's side, talking about their fights and getting rather pumped up over it. They were making each other laugh and smile, a faint blush on Mina's face. Peter, still wearing his torn-up cloths, walked alone until he saw Kendo just ahead of him.

"Hey!" he said, rushing up to her. Upon seeing him, Kendo dropped her expression and gave him a tight hug, the relief that her friend was ok enough to almost make her cry.

"I'm really glad you're alright, Peter! I was so worried!"

"I'm alright, Kendo. Thank you," They let the hug, go, but Peter kept his arms on her shoulders, "Thank you …for coming to my rescue."

Kendo blushed slightly, putting a hand on his cheek, "Guess you owe me now."

"I guess I do."

Momo walked on her own, holding onto her arms as she looked at the ground. Despite her friend's support, she still felt horrible for how her first match had gone. When Peter saw her walk by, seeing her posture, she looked to Kendo for permission to check on her. Once granted, Peter took off at an even pace.

"Hey, Momo," Peter approached her, tapping her shoulder lightly, "I heard about what happened with your match. How're you holding up?"

"What do you mean 'holding up'?"

"…Mina and I talked."

"…Oh."

Peter stuffed his hands into his pockets, "I know what it's like to lose in front of people. Spider-Man has lost countless times against supervillains he first meets-"

"This isn't _about_ you!" She suddenly shouted, making her fellow classmates around her stop and stare, "I wanted to show everyone I was just as good as you and I screwed up! Why do you have to be so freaking perfect at this hero thing?!"

Mere seconds after she spoke, she covered her mouth in utter shock. There was nothing she could do to prevent it; her mind had just snapped in a single moment. Tears formed in her eyes and flowed over her knuckles.

"…I'm so sorry," She muffled through her hands, "I didn't mean to …I didn't mean to say that …"

Peter wanted to find the right thing to say to her, more than anything he wanted to make her feel better. Ever since they first met, he always noticed a small hole in her confidence, yet always portrayed it as skill and elegance. Now, though, it seems the hole has only gotten bigger. Losing her first match in only a dozen seconds is enough to hurt anyone's confidence, especially in a tournament where impressing others is key. Words were entirely lost to him, his shoulders slumping in defeat.

Shoto had stopped as well to look back at her reaction, a hint of sympathy washing over him. It was strange, but there was a piece of him that wasn't there before, and it was telling him that he should try and do something to cheer her up. The problem was that he had no idea what he should even do, it's not like he was experienced with the 'friend' dilemma.

"…Momo, I'm sorry I made you feel like that," Muttered Peter, "I'm not perfect at this. I've screwed up before too."

"I know …" She choked, "I just … "

Every one of her classmates had different thoughts on the matter. Some wanted to hug her, others wanted to look away, and the rest were somewhere in-between. Bakugo didn't really care as much as everyone, even if he did stop to look like the others had. Mina held onto Kirishima, feeling as though her efforts to make her feel better before had completely failed. Mei didn't know her very well, yet could feel what she was trying to say about wanting to be better. Normally she was so upbeat, but this managed to bring her down to earth.

Kendo of all people knew how much she wanted to prove she was strong. Having spent so much time training with her, she knew what victory had meant to her, to prove to everyone she was worth the recommendations she got coming into U.A. Momo would hide it, but she struggled with confidence just like her friends.

It didn't help that everyone was watching her now.

A sudden alarm broke the awkward tension that had built up between the many students. The sound came from a police car that drove up just a few yards from the closest walking student. Stepping out of the vehicle was Detective Naomasa, the same man who had interrogated Peter before the station attack weeks earlier. He was dressed in a nice shirt with a tie, and a tan trench coat.

It seemed strange trying to talk to 40 plus students as they were walking back to class, but business was just that, "I'm looking for Peter Parker of class 1-A?" he called out.

He didn't want to just walk away from Momo, but Peter felt as though this was important, so he began moving toward Naomasa, stopping just two yards away, "Detective Naomasa. What can I do for you?"

"I'm terribly sorry to do this to you, I really am. Quite a bit of evidence has come up and I'm afraid I need to take you in for questioning. I'm legally bound to say that if you don't come quietly, I'll have to arrest you."

As much as Peter couldn't believe what he was hearing, he also expected it to happen sooner or later. There was a good chance this was about everything that was brought up during Norman Osborns court case. The police probably started looking into the claims and found holes in Peter's story. He could only look upon all his friends as they looked back in utter shock.

"What?!" Shouted Izuku as he rushed over to him, "You can't be serious! Peter hasn't done anything wrong! You can't arrest him!"

One by one, the other students, at least those closer to Peter than others, started crowding around Naomasa and argued their points on why he shouldn't be doing this. The only few who stayed back were Bakugo because he didn't care, Kendo and Momo out of pure shock, the rest of class B, and Mei, having no idea how to respond.

Naomasa started feeling overwhelmed by the angry super powered children, to a point where he felt threatened enough that he was reaching for his taser. Upon seeing that action, Peter jumped into the air and landed in front of Naomasa, startling and silencing everyone who got between them.

"Guys …it's ok," Peter stated without turning around to face them, "Just let him take me."

"But, Peter," Tsu objected, "You don't deserve this!"

"Yeah!" Shouted Toru, "You haven't even done anything!"

"With all due respect, Detective," Shoto made his way through the crowd, his hands in his pockets as he held a very serious expression, "Peter Parker has done nothing but help people since his arrival at U.A. The station and school attacks, the assassination attempt at the court room? Peter has only tried to do the right thing. On what charges are you arresting him?"

"That's classified," He answered.

"If you don't have an answer," he stood in front of Peter, "Then you don't have _him_."

"Son, if you don't stand aside-"

"No one has the right to call me 'son', _sir_. I doubt you can arrest everyone here, or even so much as take us. Unless you give us a good reason, Peter Parker is going nowhere."

Shoto's commitment to this was surprising, but enough that everyone stood at his side, shielding Peter from Naomasa's view entirely. He was hoping that he could do this without starting anything, but it seemed he would have to just share his reasoning.

"Ok," Naomasa gave in, "Peter Parker has been at the center of many villain attacks. The police looked into the claims made in Osborns trial toward Peter, and a few of them managed to check out. Peter Parker is to be brought in for questioning on these claims."

"Oh, come on!" Shouted Mina, "I don't buy any of that for a second!"

"It doesn't matter," He held up his badge, "It's the law. I know Peter has done some good. He's a good kid and a great student, but this can't be avoided any longer because of that. I'm sorry."

Peter's hand reached one shoulder of his classmates at a time, pushing through them. A look of guilt, and sorrow rested on his face, silencing any of their arguments in a second. It warmed his heart to see them defend him, showing just how close he had grown with them in such a short time. However, he wasn't going to let any of them risk their safety to keep himself out of trouble. This was something he simply had to face. Making his way fully to the front, his arm was grabbed by Mina, who looked like she was about to cry. He patted her hand, and smiled as he pushed her grasp off.

"It's ok, guys," Peter said, "Let me go."

As much as many of them wanted to argue, Peter seemed to have made up his mind.

Naomasa gently took him by the shoulder, guiding him over to the police car as everyone watched in despair.

"Wait!"

Kendo's voice rang out as she rushed through the crowd as quickly as she could. Naomasa worried there would be trouble, but still kept his composure through it. When Kendo reached them, she took a second to catch her breath before saying "Take me with him."

"What?" he questioned, "Why would I do that?"

"I was at every villain attack too," She said, "I fought with him every time. And I …I don't want him to be alone."

He was originally going to say no, but hearing the sadness in her voice made him give in to the gesture, "Fine, just don't cause any trouble."

Peter wanted to say something in objection, but all words ceased when she took his hand and locked her fingers around his. The look in her eyes told him there was nothing he could do to change her mind. He smiled, almost tearing up when she touched shoulders with him, stepping into the vehicle and locking the door behind them.

Peter looked out the window, seeing that Izuku was standing up front in the crowd. Their eyes locked on one another, trading thoughts and feelings with one another. Izuku was utterly speechless, holding onto the straps of his bag as he watched his friend drive off in the police car. It felt as though his heart had sank to the bottom of his check and shattered upon landing. Everyone who cared enough could only stand frozen, unsure of what to do.

Even Bakugo, as little as he cared, stood in surprise.

Mei was holding a bag of her inventions in her arms, before carefully dropping it to the ground by her feet. She placed a hand on her chest, trying to understand why her heart was beating so fast, so aggressively. Peter is just a working partner, nothing more, right? Why was this affecting her as much as it was? She was angry, confused, stressed and even scared. She was supposed to value her inventions over people, so why was this so different? Why did she care so much? Did she see him as a friend?

The crowd slowly began to disperse, seeing nothing else they could do now. All that remained behind were a select few. Mina stayed in distraught, accompanied by Kirishima. Izuku was still frozen in place, Uraraka perhaps being the only thing keeping him from falling over. Momo had been silently crying in the back, hating that the last thing she said to him was something of an insult.

And on everyone's mind; 'How could this happen'?


	29. Mind over Trauma

Peter always feared sitting in this room one day.

He sat in a cold metal chair with a white light hanging above him. He always hated normal lights like that, the ones that are a purely white color. It always gave him a sense of coldness, tension and sour calculation. He preferred those tinted with a warm yellow color, it gave him a sense of comfort and safety. The walls around him were concrete, a few cracks showing between the seams. In the corner of the room was a camera, blinking a bright red light next to the lens. To his left was a one-way mirror, where he was sure a pack of detectives and officers were watching him. Some may have believed him innocent; others likely made their decision already and declared him a guilty criminal. That, unfortunately, wasn't for him to decide.

Detective Naomasa came in with a folder of papers in his hands. Considering the folder had Peter's name on it, he figured it was the evidence they had collected against him. The detective wasn't even smiling, which didn't give him any comfort for the situation he was in.

Perhaps he should at least be thankful that he wasn't handcuffed.

Naomasa sat down and gently placed the folder down. He glanced at the camera, making sure that it was going before he locked his fingers together and rested them on top the table.

"Peter Benjamin Parker," Naomasa began, "You began attending U.A High School for upcoming heroes only a month ago, correct?"

"Before we start this," Peter dodged the question, "At least tell me where Kendo is. Do that, and I'll cooperate better."

"…She's standing on the other side of the glass. She hasn't left you; I promise."

Peter sighed in relief; thankful his good friend wasn't too far away from him. At the same time, he was also worried because he had no idea what he would be brought to say while she watched.

"I'll ask you again," The detective continued, "Is it true you started attending U.A a month ago?"

"Yes," He answered.

"Why did you want to go there?"

"It was the only way to be safe," Peter covered his mouth instantly after speaking. Why did he say that so easily? He had gone to speak, and the truth just came out without him saying so. He hadn't an impulse to speak, but rather the wrong words came out.

"Safe from what?" Naomasa asked.

He was hesitant to speak now, lowering his hand slowly from his mouth. Their eyes locked and fixated on one another, trying to figure out what the other was thinking. The detective was doing this somehow, he made him tell the truth. He doesn't have a quirk as far as he knows, so what was going on?

"Safe from _what_ , Mr. Parker?" He stressed again.

Peter went to speak again, testing his theory as to what was going on, "From my enemies."

Again, he spoke the truth when he meant to say something else.

"Is that the only reason?"

At this point, he understood that if he spoke, he would be telling the truth even if he didn't understand how. There had to be a way around it somehow, a loophole in whatever they were pulling. Trying to think carefully, Peter remained silent.

"You've likely caught wind, haven't you?" Naomasa asked, "We don't often use the resources of other police stations, but this case seemed special. We asked a high-class detective from another city to come in and help us. In fact, he's standing on the other side of that glass right now."

Peter looked to the glass, knowing full well there was no point since all he saw was himself looking back.

"He's high class because he uses his quirk for his job," He continued, "Rather than become a Pro hero, he put it to work as a detective and interrogator. He has the ability to make anyone that's near him only tell the truth when they speak. I'm only telling you this because I can tell you've already figured it out. And," He leaned forward, "I want you to know you can trust me. You're a good kid, Peter. You've helped a lot of people since coming here, both as Peter Parker, and as Spider-Man."

He opened the folder and spread out some photos. One was of Peter at U.A, the other was him in New York, wearing glasses and a vest.

"The picture on the left is you, walking to U.A with your friends," He pointed to the second photo, "The picture on the right is you in New York, having a day out with your Aunt and Uncle. These two photos took place at the exact same time, according to their time stamps."

Sliding the photo toward him, Peter took a closer look at the picture of the other 'him' in New York. In all honesty, he expected that there was another Peter Parker in this universe. He was dealing with the multiverse after all, so it only made sense for him to have a doppelganger.

"I'm going to ask you the simplest question today," Naomasa leaned back in his chair, "Are you Peter Parker?"

He set the photo down and rested his hands on his lap, "Yes."

"Let me rephrase to be sure. Are you the _real_ Peter Parker?"

"Yes."

"Define _real_ for me."

"'Existing as a thing or occurring in fact; not imagined or supposed. Not an imitation or artificial; genuine.'"

After a moment of silence, Naomasa sighed in relief. It made him feel better knowing that this was in fact the real deal, and not some copy cat trying to steal the real thing's image. The only other reason he should worry is if he only _thought_ he was Peter Parker. Either way, he was telling the truth from his perspective, and that was enough.

"Ok," He continued, "Do you know who the other Peter Parker is?"

Peter was silent; how was he supposed to answer that question without confusing him? The answer was yes, the other guy is _also_ Peter Parker. If he continued speaking, it would all lead right back to the idea of the multiverse. At that point, they'll just assume Peter was crazy and throw him into a cell. There has to be a way he can twist this so he's still telling the truth, without revealing too much.

On the other side of the glass, Kendo was standing in the back and tapping her foot anxiously. She bit her lip as her finger tapped against her other arm. As confused as she was by Peter's answers, she wouldn't believe for a second that he was some kind of criminal, especially not after everything they've been through.

Her eyes drifted to the Detective standing next to her, the one they called 'Toshiyuki', or Toshi for short. He was the one with the truth quirk, the one making Peter cooperate. It was definitely more effective than torture, but it still made her uneasy.

"You think he's guilty?" One officer asked.

"I don't know," Another answered, "He seems nice, but they all do at first."

"I think he's guilty of something, why else would he keep being silent? I mean come on, it's so obvious."

"So, what do _you_ think they should do?"

"What they do with every criminal, throw him behind bars and call it a day."

Kendo's voice suddenly rang out "Peter isn't a criminal," The officers looked at her, "He may seem shady, but all he's ever done is help people despite the consequences to his safety. Please stop seeing him as a criminal before you judge him."

The officers shrugged her off, not taking her seriously since she was still a teenager. It didn't matter what they thought; Peter Parker was a hero to her.

"I'll ask again," Naomasa persisted, "Do you know who the other Peter is? And if so, tell me."

"…It's a complicated answer," Peter finally spoke up, "If I tell you, you'll only get confused. That confusion will turn to suspicion, suspicion will turn to handcuffs."

"You're saying your guilty?"

"Of what, exactly?"

"…Ok, we'll get back to that one. Let's talk about the court case of Norman Osborn," He pulled out another file; it was his paperwork he signed to get into U.A, the day he met with Principle Nezu, along with other papers to go with it, "Osborns lawyer claimed you forged these papers. True or false?"

"False."

While not entirely the truth, there was a loophole that allowed him to answer that way. While it was under his influence, it was the reality stone that forged the papers out of thin air, and it was not directly his wish. Making them was sheer accident.

"Did someone else make these papers?"

"No."

"So, they're legitimate. These papers are not a forgery?"

'Dammit,' thought Peter, 'How am I suppose to loophole my way around that?'

"Peter. Are they a forgery? If you don't answer me, I'll just assume that they are."

He knew there was no way around it, not with the truth quirk still in effect, "…Yes."

Kendo was likely the most surprised out of everyone there. If they really were fake, that meant Peter never belonged at U.A in the first place. What other secrets had he been keeping from her, she wondered. Considering this was Peter, she wanted to believe that he had a good reason.

"Why did you forge your way into U.A? You said to keep you safe from villains? Are you in hiding?"

"Not …not exactly but …"

"What other reasons did you have?"

"…I thought that I could use the school's resources to help me combat any villains that came my way."

He crossed his arms, thinking about such a motivation, "I suppose that makes sense. The school does have the support lab, a lot of tech you could work with. So …you're what? Undercover?"

Silent again, and that made Toshiyuki mad.

"He's still resisting," Toshi said, "Permission to increase my quirks intensity?"

"Granted," An officer said, as Toshi proceeded to focus his power to a higher level.

Suddenly, Peter felt a grip in his chest, as if something was pushing and pulling on his insides simultaneously. If he didn't say something, there was a good chance he was going to vomit, "Agh…y-yes, technically speaking yes."

"Did someone hire you?"

Peter struggled again, his face turning red from the resistance, "...n-no!" He gasped for air, realizing the quirk being used on him had clearly been turned up a few notches.

"Careful!" Kendo begged Toshi, "You're hurting him!"

"All he has to do is tell the truth and it'll be painless," He scolded.

"Why did you lie to everyone?" Naomasa asked.

"I didn't want to!" He exclaimed, "I was …"

"You were what, Peter?"

Seeing his resistance again, Toshi turned up the volume once more. Peter knew if he broke again, he would speak and be unable to stop. There was no way they would understand what he was talking about, not unless they were extremely empathetic. Gripping his chair, the handles crushed under his hands due to his super strength.

"Stop it!" Kendo demanded, "I said stop it!"

Reaching the peak of pain, Peter leaned over the table and vomited on the ground.

Naomasa stood up and told Toshi on the other side to stop. His influence ceased entirely as Naomasa went to Peters side, a hand on his back as he continued vomiting. When he finally stopped, a crew came in to clean up the mess, and Naomasa sat him back in the chair to catch his breath. His face was red, and he was crying from the stress his body had just undergone.

"I'm sorry, but that wouldn't have happened if you just told the truth," Naomasa looked to the glass, "We'll try again later, for now, get him to a cell. We can't let him leave until we get some answers."

Much to Kendo's protest, the officers entered the room and handcuffed Peters hands behind his back, dragging him out into the hallway. She tried to get to him, but the officers held her back.

"Let me through! I'm his friend!" She begged.

"Unless you also want to go in a cell, I suggest you calm down, miss."

She would have continued to argue if Peter hadn't given her a glance. His expression told her to let it go, and that everything would be ok. As much as she hated it, she had no choice but to trust him.

"I am sorry it came to that," Naomasa approached Kendo with a sympathetic look, "This is why we don't rely on quirks like Toshi's often. If pushed too far, it may start counting as torture. That isn't something we want to do, or we'd be just as bad as the criminals."

"Please, let me talk to Peter," She asked, "Let me see him before you put him back in that room."

"I can't, not yet," He said reluctantly, "We're going to wait until tomorrow morning to interrogate him again. You should get home for now and get some rest. If you want to come back tomorrow, I'll make sure to tell them to let you in. Please, go home and get some sleep."

The law was just that, as much as Kendo was hating it right now. She hadn't given him a verbal response, but her body language told him she agreed. Naomasa lead her out of the police station and watched as she began walking home with her arms crossed and her eyes pointed to the ground.

What else was Peter hiding, she wondered.

…

What started as a warehouse for business, slowly started to become a home.

Ever since retrieving the Infinity Gauntlet, Lumina and her allies had chosen to lay low while things cooled down. In that time, things around the warehouse where they were stationed had perked up thanks to her efforts. There were now carpets on the floor, curtains for the windows, and new lamps added for a comforting light. It had started to feel less like a base of operations and more like a home they had all shared.

The Infinity Gauntlet was kept in her office, locked away in a small safe for good measure. She had been at her desk, looking through records and evidence to try and figure out where the other stones may have been, without much progress. She tended to this task for at least a few hours a day, the rest was spent indulging in her independence or bonding with her co-workers, who she managed to find good friends in.

"Lumina! Quinten!" Shouted Otto from outside her office, "I got something to show you both!"

Putting her papers aside, Lumina stood up from her desk and left the office with the door locked behind her. Otto had been at his work desk, mashing away at the small laptop he had kept with him. Beck as he approached looked as though he just woke up from a nap, stretching his arm behind his head.

"Come, come, gather around children!" Otto proclaimed enthusiastically, "I have some good news to share with you!"

"Did he just call us children?" Beck asked.

"I think he just called us children," Lumina confirmed, "You're not that much older, you know. Like, three or four years tops."

"It was a joke, Lumina. I'm trying out jokes," Otto argued, "Just settle down you two."

"You're the only one jumping around with stars in your eyes."

"Alright, alright! Just listen," Otto turned his laptop around, showing an article for an auction taking place the following night, "To Lumina's request, I've been doing research on finding the stones, and I think I may have discovered where one is. According to this, the Mind Stone is being auctioned in a few days."

"The Mind Stone? Do they even know what it is they're selling?"

"I doubt it, which may work to our advantage. The issue is we don't have enough money between the three of us to legitimately bid. So, we can either decide to put ourselves out there and rob a bank, or …"

"Or we steal the damn thing," Lumina concluded, "That may be tough. I'm sure that auction is going to be heavily crowded, what are we supposed to do about that?"

"We're going to have to do this with stealth. Beck, your illusion gear might be exactly what we need to pull this off, but we have to plan it carefully. We can't just pop in there with the space stone, smack dab in the middle of a crowd, or we'll be caught too easily."

"I'll start getting my stuff together," beck said, taking off with another yawn and leaving the other two alone.

As Otto started working at his laptop, Lumina's eyes traveled to the retracted metal arms on his back. The only memory that came to mind was when he fought Spider-Man during their heist for the gauntlet. He could have killed him, even threatened to do so before they had taken off. She ignored having this conversation for some time as she didn't want to make things awkward. However, it couldn't be avoided anymore, especially if they were getting back to work.

"Would you have done it?" Lumina asked, "When we last fought Peter, and you threatened to kill him, would you have done it?"

Otto stopped his work and turned around, leaning against the table with all his supplies and tools, "Why are you only asking now?"

"I was afraid to, I didn't know what your answer would be."

Nodding his head, Otto crossed his arms tightly, "Once upon a time, yes, I would have. I used to have my own company, Octavius Industries. I was on the verge of creating the latest technology, my most recent feat being high-tech prosthetic limbs. But just when I was getting to the top of my game, Oscorp Industries overshadowed me. They stole all my ideas and forced me to shut everything down," A poison entered his voice, more for Norman than his company, "He was jealous of my work, and that drove me to fight back. I decided I needed to do better than him, I needed to go beyond the human needs. So, I created the arms you see on my back, to show the world I was better than him."

"But they changed you, didn't they?"

"A neural interface is what I use. The early prototype caused my personality to shift and change. It's what made me, by your personal definition, a villain. After spending time away from my technology in prison, I eventually got out and improved upon the prototype. I can assure you, that killing instinct is gone."

"Is it?" She questioned, "I saw the way you looked at Peter when you made that threat. You looked like you were going to do it."

"Looks can be deceiving, Lumina. You of all people should know that," he stepped forward, "Beck may not have looked into you, but I have. I was smart enough to learn your real name."

"…My fault for showing you my face, huh?"

"And, with that information, I can guess why you're really doing all this."

"Get to the point, Otto."

"We've all done things we regret, and now we're trying to make amends."

Beck returned with a box of his own technology, abruptly placing it on the table next to Otto. Inside was a large amount of special effects gear and varies tech he had built since becoming Mysterio, "Everything you should need. So, what's our plan gonna be?"

"Lumina?" Otto asked, "It's your call."

She kept her gaze on him for another moment, examining the words he had given here in great detail. While he reassured her that he was not the 'villain' he used to be, there was yet to be proof of such claims. The only way to be sure was to see how he acts in the field.

"I wanna check up on Peter first. He's been a helpful source of finding the stones. We should see what he's up to."

Lumina began pulling up a security program, showing camera footage of many different places. Some were at the school, others the streets. One caught her eye all of a sudden, footage of Peter being brought into the interrogation room, where the camera was strangely off.

"Oh my god …Peter's at the police station," Said Lumina, "I …I think he got arrested."

"So? That means no trouble for us," Otto reminded her.

"You don't understand. They could get him to tell them about the stones. We know Peter has two of them, and they could belong to the police if they investigate it."

"…Damn, what do we do then?"

She paced back and forth in front of the lap top, completely forgetting about the auction heist. If the police dug deep enough, the stones would surely belong to them in no time. That wasn't a risk she could take, considering the trouble they went through just to get the stones back.

It took time, but she finally came to a solution.

…

The sun had just risen over the police station, and working hours had finally begun. Peter had spent the entire night in a cell, thankfully in a bed with actual blankets and a pillow; Naomasa made sure of that. After what happened in the interrogation room the night before, he knew it was only a matter of time before the truth came out. Should he just be honest with them? The issue with it is that the part they may not believe is the multiverse. The idea of going undercover for the Avengers to find the stones before villains do, that may be believable. The concept of being from another universe? That will get him into a straitjacket.

He could have asked the night-guard to let him have a phone call, but he was too afraid to speak to his aunt and foster family after everything that went down. Izuku was scared of this stuff happening, he said so himself at the infirmary. Peter could only imagine what he would say now that he's essentially been arrested. The worst part; he was most definitely guilty.

And tired, he was so very tired.

Peter had been fighting so very hard these past weeks to find the stones, keep his friends and family safe, and stay out of any trouble. At this point, he was so worn out and tired that a prison bed was actually extremely comfortable. Not just physically, but emotionally he was drained of most of his energy. The only thing keeping him going now was his will.

The door to his cell opened with a creek, an officer was there to greet him, "Let's go, kid," He said, "Toshi wants to get this thing started."

"Already?" Peter asked, "It's only 7am."

"Early bird, and all that. Come on."

It wasn't as though he could protest, so he stood from the bed and followed the officer into the halls, eventually letting him into the interrogation room to wait for someone else to show up.

He must have been waiting at least 15 minutes in that chair before the door finally opened up. He had expected to see Naomasa come in like he had yesterday, but instead it was a different man. He was tall and his hair was bleach white. The tux he wore was tan and his tie was colored red, though despite the nice colors, his face gave a different message. The expression he showed was stern and serious; this guy wasn't planning on messing around.

"Good morning, Mr. Parker. My name is Toshiyuki, and I'll be handling your interrogation today."

Without any movements, Toshi's eye color suddenly changed white for both sockets. It was somewhat startling to Peter, but he knew there was some sort of reason. A theory entered his mind, and he decided he would test it.  
Just before Toshi could speak, Peter lifted his finger and gave him the 'wait' gesture. A small pause took place between them before Peter finally said "I used to be afraid of spiders until I got my powers. Now I sometimes think about getting a pet spider and naming it 'Spidey Junior'."

Suspicions confirmed.

Toshi was rather confused, but knew he was playing at something. Peter sat back in his chair and said "So you're the guy. The one with the Truth Quirk."

Toshi grinned, relaxing his hands over the files he had brought in with him, "You're good, kid. I'll give you that. But I'm good too."

"Why are _you_ interrogating me and not Naomasa?"

Toshi was silent, a curious move.

"Not gonna say?" Peter asked, "Are you afraid of me?"

"I'm not," He said sternly, "I'm interrogating you because I don't trust Naomasa to get the job done. He treats you with mercy, but we both know your guilty, brat."

The last word he spoke made him flinch. Another suspicion of Peter's was confirmed after edging him on. His quirk, the one that made people tell the truth, worked both ways when in effect.

"Let's get this started, Mr. Parker," Toshi began, "Naomasa's last question last night, he asked why you lied to everyone. Would you care to elaborate on what you lied about and why?"

Part of that was something they had already gotten out of him. Now that he was dealing directly with the man himself, he had to be extra careful, "I lied about my records that let me into U.A. They were forged."

"You said before you didn't want to lie. You said you were … 'blank'. How were you planning to finish that sentence?"

No answer, only a glance toward the table in defiance.

"Why did you lie to everyone? What are you planning?"

Now his head perked up in confusion, "Planning? What do you mean by 'planning'?"

"Answer the question."

"Elaborate so I can."

The kid was good, Toshi understood that. He was figuring out tricks to get around his quirk, making him have to think harder about getting through his deception, "I believe you forged your way into the school because you were planning something villainous. True or false?"

"False," he said sternly, "And you know I'm telling the truth."

"Maybe you just don't see it as villainous. Were you planning to break the law? Remember, no answer is worse than the truth."

"…I wasn't sure. I didn't know if I had to break any laws."

"What were you planning?"

"I'm not a villain!"

In his anger, Toshi intensified his quirk and forced his influence on Peter. The boys stomach churned and groaned from the pain of resisting his power, showing by the red on his face.

"What were you planning?"

"… To …find the stones!" He grunted.

"The stones used in the Gauntlet; the one Norman Osborn was using. Were you working with him?"

"No!"

"Then you had your own vendetta."

"Yes -no! Not in that way! I wasn't planning to do anything villainous!"

His quirk intensified once again, "Why did you lie to everyone?!"

Peter did his best to resist the influence. Instead of just irritation and stomach pains, now he found that a drop of blood had dripped out of his nose and onto the table. His power had begun to take a toll on his body that he couldn't handle forever. Gripping the edge of the table, the metal crushed in his hands and left a dent in the shape of his grasp.

"Doesn't this count as torture?!" Peter exclaimed in pain.

"With criminals like you, we need to do whatever necessary!"

It wasn't until he had said that that Peter noticed one detail that was different about the room in comparison to yesterday. The blinking red light of the camera that was once so obvious had stopped blinking entirely. The only answer was that they weren't recording this session.

The back and forth continued for a few minutes, the pain taking a more physical toll on Peter as time went on. In the back room behind the mirror, officers were watching, only a few wonderings whether or not he should be stopped. The door to that room opened, and another officer led Itsuka Kendo inside to watch. Upon seeing what was being done to Peter, she ran up to the glass in utter horror.

"The hell is he doing?!" Kendo demanded of the officers, "He's gonna kill him!"

"We have it under control, miss," An officer said.

"Bullshit!" She shouted back at them, "Where's Naomasa?! He would tell you this is wrong! This is _torture!"_

"Miss, you need to settle down or we'll be forced to detain you."

The officers weren't going to lie about how they saw the situation, not with Toshi's quirk still in effect, "…You're gonna treat me like a criminal for protesting your methods?" Kendo was disgusted.

"Yes, we are. I suggest settling down and just watching. He'll show you that Parker is a criminal."

"He's not a-!"

A loud groan of pain came from the other room, where Peter was now standing up to try and keep his mouth shut. Toshi's quirk had intensified even further, and his nose was bleeding even more now, his eyes red with tears. She wanted to leave and rush into that room, but feared being brought down by the officers. Toshi stood now, trying to force his power onto Peter even further.

"Why did you lie to them?! To your friends?! What were you planning to do?!"

"I'm not a- agh!" Peter gasped for air, falling to his knees.

"To hell with this," Kendo stated as she ran past the officers and out of the room. Instead of going to the room Peter was in, she instead ran down the halls despite the officers calling out to her. The only thing on her mind was finding Detective Naomasa.

The power being thrown over Peter was now forcing thoughts into his mind, ones making his tears of sadness instead of pain.

"Why did you lie?!" Toshi asked again.

Peters mind was flooded with painful memories, anything that may have related to the question. His conscious started to relive those memories in painful detail; The night Uncle Ben died in his arms, bleeding from the chest and dripping onto Peter's arms. Every life he had failed to save since becoming Spider-Man. How he failed to keep Norman and Otto from becoming the criminals they were, and how Norman's wife was now dead because of him. His aunt was brought to this world and nearly killed because of his secrets, his friends in mortal danger due to his lies since arriving here. Lie after lie, wound after wound, the pain built up inside of him, making him want to vomit again as he screamed in torture.

Naomasa and Kendo broke down the door of the interrogation room, seeing just what was being done to the young hero, "Stop it!" Naomasa shouted as he tried to pull Toshi away, but he simply pushed him aside. When Kendo tried to move toward him, officers came up from behind, grabbing her and pinning her to the ground.

"Why did you lie to everyone?!" Toshi asked again.

"Stop it!" Kendo cried, "You're killing him!"

"Why did you lie?! Answer me!"

With a final scream of torment, Peter got to his feet and slammed his hands against the table, bending it in half and causing it to fall over, "Because _I was afraid!"_ he cried and gasped for air as everyone froze to watch him, "I was scared and lonely because I was brought here against my will! I was torn from the people I looked to for protection and inspiration and thrown into a world where nothing makes any _freaking sense!"_

Peter tried to reclaim his breath but to no avail as he kept spouting words desperatly, _"_ The Infinity Stones were stolen by Osborn and I have been working my _god dam ass off_ to find them and make everything right! I lied my way into the school to keep myself safe and protected from my enemies because was so freaking scared!"

"…Peter-" Kendo tried to speak, but Peter only continued to vent.

"I wanted to protect everyone here, everyone at home, everyone I did and didn't know! I tried to protect my uncle and failed! I tried to protect my friends, my new family! They rely on me and I keep failing them because I'm trying to do this all on my own, and I can't tell the whole truth because no one would believe me!"

He cried harder now, two stained streaks of tears down his cheeks as his heart forced him to keep going, "No one would believe any of the crap I would say because I would only sound crazy! I lied and I lied and I tried to make everything right before anyone realized something was wrong! If I don't find those stones, people will die and it will be all my fault and _I can't live with any more death!_ If I have to lose one more god damn person, I may just break both physically and mentally because for god sakes _I am so freaking terrified!_ "

Peter was gasping desperately for air as everyone watched him shaking in pain. Upon realizing everything he had said, he fell to his knees and completely started bawling his eyes out, not holding anything back as he assumed, he had just lost everything he had worked for this last month. The trust of his friends and family, everything seemed to be gone now. All he could do now was cry as his heart rate only got faster. His verbal sadness was even enough to make the officers let Kendo go.

There wasn't an ounce of hesitation in her, she just got to her feet and leapt for Peter, wrapping her arms around him and holding his shivering body as tightly as she could, tears going down her own face and onto his back. It was only now Toshi finally turned his quirk off, backing into the corner. After a performance like that, under his quirks influence at the highest level, he knew for sure everything he said was the truth. Peter wasn't a villain after all, just a desperate kid trying to make amends.

Now, he actually felt sorry for him.

"I'm-I'm so sorry!" Peter gasped, unable to lift his arms and hug Kendo back, "I'm so sorry I lied to you! To everyone! I love all of you so much and you've given me everything in r-return! I couldn't lose that," His voice became lost in his tears, choking on his syllables too often to speak

"Peter …!" Kendo rubbed the back of his head, stroking her fingers through his hair, "I understand, Peter, I do! It's ok! I… I forgive you!" She cried harder now, unable to keep her tears from falling to the ground.

Naomasa turned to face Toshi in utter disappointment, "What the hell were you thinking pulling a stunt like this?! This may be how your precinct words, but not ours! Not ever!" he looked to the other officers, "And you! You did nothing to stop this! I'll be reporting to the chief about this, you better be sure of that!"

"I'm sorry," Toshi apologized, "I had assumed he was guilty and went all out. But it worked, didn't it?"

Naomasa, without any trace of fear, got into the taller mans face, "Get out, before I tell the chief of what you did here. Now!"

Without a word further, Toshi and the other officers stepped out of the room, leaving just him and the young crying heroes.

"Peter …" Naomasa leaned down to them, "You can't hold back anymore. You have to tell us everything."

It took him a minute to calm his crying down enough to actually form any words, "You'll think I'm crazy …," he sniffled, "hell, it sounds crazy no m-matter how you spin it."

"Clearly not, since you were shouting while under Toshiyuki's influence."

"Just because _I_ know it's the t-truth, doesn't mean you w-won't think that I'm crazy. It's why I lied in the f-first place …"

"Peter, you have to give us a good reason for why you've done all this. Otherwise, you'll go on trial for forgery and other crimes. I know you don't want that."

"I know …if I'm going to do this, I want some Pro Heroes around to talk with. They should know what I've been up against."

"Alright. I'll call Nezu and get some together over here. Some like a deal?"

"…Yeah."

Peter's spider-sense started going off, though there was nothing around to suggest any danger, not until a portal opened out of nowhere, just behind Naomasa. Peter shouted for him to take cover, but it was too late when a metal arm came out of the portal and grabbed Naomasa, slamming him against the wall and knocking him out completely. Out of the portal came Otto Octavius with all four arms extended.  
"Shit!" Kendo exclaimed, getting to her feet just as one of the metal arms grabbed her and slammed her against the ceiling. Repeating the action, Kendo was knocked out and dropped to the floor. Peter tried to stand up, but was grabbed by Otto before he made it all the way. The metal arms clenched around Peter's body tightly, making no room for an escape attempt.

"Hello, Parker," Otto greeted, "Lumina has business with you."

One of the other metal arms opened and released a purple gas into Peters face. Though he tried fighting it, he eventually passed out in his grip. When Otto heard officers coming their way, he slammed the door shut and used one of his arms built in lasers to melt it closed. With no more interference, he took Peter and walked straight through the portal, which closed once he was gone.

The officers finally broke the door down and checked on the victims of the attack. One managed to lift Kendo's to her knee's just as she regained consciousness.

"What …happened?" She asked, looking around in horror, "Oh god …where's Peter?!"

…

Peter was dropped to the ground in the warehouse, just finally regaining consciousness. His vision was blurry, but he was able to make out the details. He was in a strange warehouse, detailed to look like a large living room. To his left was Quinten Beck, also known as Mysterio, standing there with his arms crossed. Behind him was Otto, metal arms now retracted.

The woman right in front of him was none other than Lumina herself, standing tall in her usual bright white and yellow armor.

"Hi, Peter," She greeted, "Good to see you again."


	30. Growth and Casualty

Seeing where he was and who was in his company, Peter played things slowly as he stood on his feet. He was still weak from the interrogation, so fighting his way out wasn't the best option right now. Examining their body language, only Otto's was really threatening. Lumina like always held a body posture that was welcoming and approachable. Quinten Becks was more casual, you didn't need to approach him but you could if you wanted.

"Lumina …" Peter spoke weakly, "Where the hell am I?'

"Safe," She spoke with care and concern in seeing the state he was in, "What did they do to you in there?"

She tried to approach him and examine his body for any wounds, but he stepped back from her, only to bump right into Otto, "Why did you take me here?!" Peter demanded an answer.

Stepping back, Lumina straightened her back and spoke, "You were ready to tell them everything, and we can't let you do that. If you tell them about the multiverse, whether they believe you or not, it'll lead right back to us and compromise our search for the stones. That aside …" She paused, crossing her arms, "I was worried they would arrest you or something."

"Worried?" he questioned, "Worried?!"

"Please don't go where I think you're about to."

"You mean about how you're a criminal and the last time we met-" He points to Otto, "- _This_ guy nearly killed me!"

"I saved your life!" She argued, "When Norman had you on the ropes, I protected you! I saw to your safety regardless of the consequences! Why won't you realize I'm not the bad guy?!"

"Because you run around with a mask, stealing stones underneath peoples noses for your own gain!"

"Literally what _you're_ doing!"

"I'm not doing it for selfish gain!"

"I'm _not_ doing it for selfish-" Lumina stopped herself, taking a deep breath and letting her heartrate slow. Arguing with him wasn't getting them anywhere, he was far too stubborn with that Parker Pride, "Forget it. We have other things to focus on. We know two of the stones are in your possession."

"I'm not telling you where they are."

"That's a bridge we'll cross later," She looked up at Otto, "We need to keep him restrained so he doesn't cause any trouble. Take him somewhere he can cool down, we'll talk to him again later."

Otto nodded and wrapped one of his metal arms around Peter's body. He was too weak to fight back as he carried him into another room, glaring at Lumina until she was out of sight.

Otto lazily tosses Peter into a spare room and watched him roll onto his knees. The room had no windows, only a strong metal door between him and freedom. It was filled with boxes, chairs and other storage items that left him very little room to move around.

When Otto tried to leave, Peter got to his feet and shouted "We used to be friends!"

This made Otto stop, but not bother to turn around.

"You were a brilliant inventor," Peter reminded him, "I wanted to be just like you. You were everything I ever wanted to be! Smart, successful-!"

"Successful?!" Otto turned around aggressively, "The moment I started being successful was the same moment Oscorp ran me into the ground! All I want is to get back what I lost," Sighing, he retracted his metal arms, "Peter, don't you understand by now? We don't want to be bad guys anymore."

He left him with nothing else and shut the door behind him, locking it tightly. It was strange; for so long, Peter has seen Otto and Beck, even Lumina as the criminals he is here to stop. With Osborn behind bars, they were the remains of his schemes. Yet, everything he heard and saw portrayed them as something else he didn't understand. It was as though they were stepping into the grew area.

He hated fighting grey areas.

…

Kendo sat herself on the steps leading into the police station, holding her knees close to her chest. She was still in shock after what had just occurred. Peter had been taken right out of her grasp and she was powerless to stop them. They were right in the heart of the police station, and no one could do anything to stop it.

She could have, if she had just been stronger.

Her phone started vibrating in sequences, one alert after another attacking the phone. For the first few minutes she had just ignored the messages with a fixed glance at her own feet. They continued to persist through her stubbornness, and eventually she gave in and looked at them.

They were messages from several of her friends, specifically those connected to Peter. She didn't talk with most of them that much, but Peter had given her number to them in case they needed to stay connected for whatever reason. The first text was Mina saying 'Is he out of the cell yet?! Text back ASAP!' And several other messages from her of the same subject. Momo also texted 'Make sure Peter is ok in there, I'm worried about him.'

It hurt just how she failed to meet her request.

The last was from Izuku, asking when she thinks Peter will be coming home. What was she supposed to tell him? How could she tell him that he was gone? Izuku was his roommate, he of all people will want to know what happened, and word is going to get out eventually.

Her thumb slid into the call options, and she looked into her contacts. Three possible options to call, but who was she supposed to tell first?

"Itsuka Kendo," Naomasa called to her as he left the police station entrance, holding an ice pack on the side of his head, "How are you holding up?"

"I'm ok, thank you, how about you?" She asked.

"Small concussion but I'll be alright. What are you doing out here?"

She lifted her phone up and down for emphasis, "Trying to figure out who to call first. My friends are going to want to know what happened."

His expression wasn't a very supportive one. Stuffing his hands into his pockets, he leaned on the walls of the building and looked up at the sky, "I came out here to talk to you about that, actually. What happened to Peter is horrible, but with everything that's been going on since the attack at the USJ, the chief thinks that it's best to keep this quiet for now."

Immediately she jumped to her feet, disapproving of his words, "Excuse me?!"

"Kendo, I know that upsets you, but hear me out. We don't want to cause panic at the school, not with the internships coming up soon. Your friends should be allowed to focus on that big step in their lives."

"What about _me?!_ I have to live with this alone?! Knowing that I couldn't save my friend?!"

"I know, Kendo, I know this isn't fair. The police will do everything they can to find Peter. We'll get a few Pro's on it as well, cover as much ground as possible."

"You know Peter isn't a criminal, right? You're going to bring him right home, aren't you?"

Naomasa lost his words, trying to find the right thing to say. While he knows that Peter meant well no matter what he did, whether or not he was to be criminalized was still up in the air, "Itsuka … Peter not only forged documents to get into U.A, but continued to topple lies on one another. He'll have to face charges in court for those things regardless of a good moral compass or not."

She could barely even look at him after hearing what he had just said. Peter may have lied, but he said it was because he felt he had no choice. Whatever else he is hiding, he clearly wanted to talk about it but felt he would sound insane.

Kendo got to her feet and started walking away, not even responding to what Naomasa had told her. The real criminals were out there somewhere, and they were still treating him like he needed to be locked up. It wasn't fair in any way, not to her or Peter.

As she continued walking, she passed by a shop window full of TV's. They were playing news reports from different channels on each one. She just stood there and watched them for a while, wanting to see if they would mention anything about the assassination attempt yesterday, about Takeshi or Nightmare, or even about Peter's kidnapping. There was nothing, not a word about any of the recent events. They really were trying to keep things quiet rather than tell the truth.

On one of the TV's, they talked about an auction coming up, held at the local 'Azure Auction House'. They displayed many of the items being sold there, all lined up and kept in protective glass casings. One of the items actually caught her eye, looking rather familiar to something she had seen before.

The fourth item to be showcased was a blue stone, glowing within its casing. The outer layer held a very special appearance that made it look as though a whole universe was inside. Besides the color, it looked exactly like the red stone she had picked up weeks before, and the purple one she saw Norman Osborn use. Could that have been one of the stones Peter had been looking for? It had to be; the similarities were too obvious.

Peter was gone, taken by villains to a place unknown. Sitting around and pouting was only going to drive her crazy. If she were him, she would take this newscast as a sign. Even if she wasn't sure, someone had to act in his absence.

She's already damned the rules to hell, she might as well commit.

…

May's phone went to voicemail once again, the calling ID of Peter shorting out for a fifth time in the last few hours. This was something she was used to with Peter, he would always be out as Spider-Man and never answer his phone. In this case, she assumed the police simply wouldn't let him take any calls, but that didn't make her feel any better. Him being Spider-Man never made her feel better, no matter how proud of him she was.

She sat on the couch of the Midoryia household, staring at her phone's battery percentage reaching a low state. The only thing she had been doing all morning was try and call him. All she ever does is worry.

"May," Inko approached and sat down next to her, putting a hand on hers, "Peter will be ok. He's a strong boy."

"I know," May said, "He always has been strong. The problem is that _I'm_ not."

"But you are! You raised a boy like him and made him into an incredible man. It takes strength to do something like that."

"Then why don't I have faith in him? If I raised him right, why am I not sure if he will be ok? I may have fed him, kept a roof over his head, but making him who he is? That was all Ben."

"Ben …your husband, right?"

"Yes. He's been dead for some time now, but he still impacts us. He taught Peter right from wrong, _he_ helped him with bullies, with his homework, with girl problems. All I ever did was provide the physical, Ben was better at making him into a man," She sighed, " _He_ made him into Spider-Man."

"So, did you," She reminded her, "You cared for him, you gave him love and confidence. We both know Bens passing ignited the flame inside of Peter, but you are what kept it going. You are what he fights for every day, you're his reason for coming home. You may just be his Aunt, but you're still his family. You've done the best you could have to be a mother for him."

May smiled, "I suppose so, but it doesn't stop me from worrying."

"Believe me, I understand that. I worry about my little Izuku every day. Part of me doesn't even want him going to that school, but to rather just stay home with me. Despite that, I am so proud of him and everything he's become, just as I know you're proud of Peter despite what he faces."

Ever since he became Spider-Man, May had honestly hated the name. She hated how he could end up not coming home one day, and called his antics 'stupid' and 'immature' at first. As time went on, however, she began to see how much people relied on him, how many lives he had saved since donning the mask. Whether she was ok with it or not, she knew that people needed him, maybe more than she did.

"Peter will be home soon," Inko smiled, "Just have faith."

May nodded, resting her phone on her lap, "Alright."

…

Peter paced around the dark storage room, shaking his hands as if trying to dry them. However, it wasn't water that was coming off, rather blood. His knuckles were bruised, and the only matching evidence to them were the dents in the metal door that prevented him from reaching freedom. It was clear he had been at this for a while. Even if he had his web shooters, which were confiscated by the police, there wouldn't be much else he could do.

Taking a deep breath, he got into a fighting position again and held his hands up. With a flurry of power, he struck at the door straight into its center, adding to the dents he had been creating. Once the rush ended, he backed off and shook his hands again from the pain. He bent his back forward and held them close to his stomach, using his shirt to wipe off the blood and pressure the wounds.

"You gotta quite doing that," Quinten Beck's muffled voice said from the doors parallel side.

"Ah, Beck. Master of illusions himself. Wrecker of sanity. Destroyer of perfectly good FX careers," Peter mocked.

"Can't you go two seconds without cracking a joke?"

"With you and the other comic book washouts? No," Peter looked around the boxes, seeing if there was anything he could use, "Are you guarding me? Can you even see out of that fishbowl you call a helmet?"

"It creates mystery! And stop calling it a fishbowl!"

"You totally use a fish bowl, don't you?"

He opened one of the boxes and looked inside. All he could find were scraps of metal and bolts; building materials likely used for this place. Rummaging through them made quite a bit of noise that didn't go unnoticed.

"Are- are you looking in the boxes?" Beck asked.

"Why? Does it bother you?"

"You aren't gonna find anything useful."

"Is that what you told yourself when you chose a fishbowl?"

Becks hands slammed against the wall on his side, "Dammit, Parker! You don't understand what's going on here. Otto and I; we want a fresh start. The stones can give us what we need. Otto and I don't even need all of them, just reality and power to give us a fresh start in this world, that's all. We aren't the villains, anymore."

Peter stopped pushing around objects in the box and listened, leaning his body against the wooden crates, "And what about Lumina? What does _she_ want?"

Beck was silent, but not because he didn't want to say, rather because he had nothing he _could_ say. Lumina's motives have always been shrouded in mystery, but he always assumed she was driven by pain. Whether she too only needed a few stones, or all of them was still unknown. After everything they've been through, however, he was willing to trust her.

"Nothing, huh?" Peter sighed, walking over and leaning against the door, "Figures. Always full of secrets."

"So are you," Beck reminded him, "You run around in spandex and a mask so you don't have to answer to anyone. How is that different from me?"

"I don't wear a fishbowl."

Beck scoffed, "…'Course."

It was quiet between them. Both knew they had nothing but time on their hands until Lumina said otherwise. So far, they've only spent it bickering and taunting one another. That isn't what Beck wanted, not anymore.

"…You know how I became Mysterio?"

"You got really mad at a fish."

"No! No, I …I felt undermined at my job. Being a special effects guy for movies and stage plays, no one see's you. They only see whoever's acting in it, directing, and maybe writing it. No one gave a damn about me. All I wanted was to get people to see me."

"And you fought illusions in public to look like a hero, I remember."

"Then you stopped me and made me look like a criminal. People saw that and decided that's who I was. No matter how hard I tried, I couldn't change anyone's minds. I just decided to go with it, because even if they saw me as a criminal …at least they could see me."

Peter didn't have any more quips to throw at him, only listening with his brows raising and lowering as he went on, "You'd rather have people see you as a criminal than not at all?"

"Yes, honestly. I was so tired of being invisible. Do you know what that feels like?"

He didn't want to answer him. Not because he disagreed, but rather because he knew exactly what that felt like. Agreeing with him erases the idea of there being no grey area, and it's a lot easier to fight the bad guys if it's black and white. It made him think of something Mei had once told him while they worked in the lab.

 _"Meh, not a lot of people usually hang out with me, and I don't really care. People are too complicated. Not like you though! You're pretty simple!"_

 _He raised his other brow now, trying to understand if that was an insult or not, "Simple?" He questioned._

 _"Yeah! For you, good is good, bad is bad, simple! Easy to understand."_

He always told himself he saw the world that way because it was easier to take out bad guys that way. However, many of his villains have good reasons for doing what they do, just like he does. That's why fighting villains like Otto or Norman hurt so much, like taking down a fallen hero. His pride just wouldn't let him see the other side of things.

The other side, where Beck was.

"Quinten," Lumina approached the door where he stood guard, "Let me see him."

Peter jumped to his feet and sat himself on one of the boxes. He thought about fighting her once she came in, but she could easily blind him with her Light Quirk. A frontal assault wouldn't do him any good.

Lumina came in, wearing her protective armor over her body. It was still impossible to tell who she was under that mask, or even what she really sounded like with how she disguised her voice. Much like him, she hid herself so she didn't have to answer for her actions.

"Are you calm, now?" She asked, looking at his bruised knuckles, "You wear yourself down yet?"

"Yes, mom, I did. Can I go play outside with the other kids now?" He mocked.

"I know you aren't happy about this. Who would be, right? But we did this because we didn't want you telling them about the multiverse."

"I doubt they would even believe me."

"Maybe, maybe not. In any case, I did you a favor. And now, you owe me."

"I _owe_ you?! Is that why you did this?" He laughed, "Wait a second, I get it now. I'm the only one who knows where the Power and Reality stone are. _Those_ are the ones that Otto and Quinten need for their 'fresh start'," He made air quote signs with his fingers, "And what about you? What the hell do you want with the stones?"

"That's doesn't matter, Peter."

"Yeah, and I'm the freaking symbol of peace. If it didn't matter, why are you doing it?"

After a pause between them, Lumina leaned against the wall and held her fingers together, pressing her palms against each other, "I may not need all the stones. Like Otto and Beck, I may only need two or three."

"The stones will destroy you!" Peter shouted, dropping his joking attitude, "Even if you get what you want, that power will corrupt you! Whatever you gain, you'll lose yourself in the process!"

"I don't care!" Lumina shouted back, "I'm doing what I feel is right, Peter! You of all people should understand that!"

"I do! I'd understand more if you told me what you wanted!"

He was right, and she knew it, and she wanted so badly for him to understand. If he did, maybe he would side with her, maybe he wouldn't. Either way, she cared enough about him that seeing him like this only broke her heart.

"I lost people, Peter, just like everyone else. I lost them and it was unfair. If I had the Power, Soul and Reality stones, I could bring them back with a snap of my fingers," She snapped for emphasis, "As I learned what the other stones could do, I realized what my purpose was. With the time stone, I could see the future and prevent any catastrophic events. With the space stone, I could be anywhere in a flash, anywhere I needed to be. Using the Mind stone, I could connect people in ways no one ever could. I could read peoples minds and identify a criminal before they knew I was coming. I can be a better protector than the so called 'Pro Heroes' people see as celebrities."

She was passionate about this, he could tell. While what she said sounded promising, even perfect, there were still flaws she wasn't seeing, "Lumina, that all sounds nice, but that power _will_ get to you. Controlling all of life and death, seeing the future? The reason anything matters is because it eventually goes away. People die, but their deaths make us who we are. What would we have to look forward to if we could control time? How could we appreciate our world if we are always bending reality to change it? The stones go against everything that makes being human so wonderful."

"What about the people who are murdered?" Lumina asked, "It's ok to let them stay dead before they could live their lives in full? It's ok to let catastrophic events come our way before we can prevent them? Wouldn't _you_ want to save your uncle?!"

That was what broke him.

He _would_ want to save his Uncle. It's something he thinks about every day since arriving here, 'what if he used the stones to fix everything'? It was always so temping to think about, even making him excited about the possibility. Each time he thought of it, though, something else always came to mind.

"…With great power, comes great responsibility," Peter said quietly, only loud enough for her to hear, "If you have all that power, then you should realize where you can and can't meddle. Bending the laws of physics, even if you think it's right, it's not. Those stones …they will change you into something you are not, I've seen it. Everyone who uses their power ends up with the power using _them_. No matter how good your intentions are, no matter how much power you have, you are only human. You have limits; limits you don't see with power like that."

"You don't get it!" She shouted at him "I can fix this entire world! I can bring back people's loved ones! I could finally control life and death and make it fair again!"

"Life means nothing if it's fair!"

"I'll _make_ it mean something! I'll have the power to do so! Unlike those 'Pro Heroes', I actually care about saving people! I could put away every criminal in the world with a thought!"

He paused staring her down in anger, "See? You don't even have them all yet, and already that power is getting to you."

It took her a moment to understand what he meant. The idea of the stones did drive her to heights she wasn't seeing yet. She says she wants to fix the world, but she's driven by her own pain. Her own needs are coming first whether she realizes it or not.

"You can't control the world just because you don't find it fair," Peter said, "And you shouldn't _have_ to force it to change. You shouldn't put people away just because you don't like how their minds think, not without due process. Most of all, you can't control life and death. Death is what gives life meaning. You get those stones, they will destroy this version of yourself, and you'll be just like the last guy who used the Gauntlet; driven by power and anger, and a hunger for something you shouldn't have. I promise you it will _never_ be enough."

He couldn't see it, but she was crying inside of her helmet. All she really wanted was to stop people from dying before their time, and bring back those who left without a choice, but was he right? Could controlling life and death really cause that many problems? Are there things she hasn't allowed herself to consider? She had spoken about controlling the worlds attributes, something beyond her original intent. Maybe he was making a point; maybe it really was getting to her.

The muffled hiccups finally broke through to Peter, as he realized she was crying inside that metal helmet. What he did next, he wasn't sure why, but he stood from the box and walked over to her and wrapped his arms around her. She was shocked by this, but did nothing to stop him, not even hugging him back.

He was seeing the grey area.

"I know you mean well," He said, "You want to fix a world you think is broken. But the world will always be broken. With that power surging through you, nothing will ever really be perfect. Nothing was perfect for Norman, that's what destroyed him. If you keep doing this, it will destroy you too," he shed a tear, "There is so much of you that's good. I'd hate to lose that."

She wanted so badly to hug him back, to rip off her mask and vent everything she felt to him. However, she had set herself on this path, and she needed to see it through. Though, if he was right about anything, it's that she needed to be kept in check.

Stepping away from the hug, she immediately left the room and shut the door tightly, locking it afterword's. Instead of going back to her office or the main living room, she just leaned on the door and cried quietly, her hands shaking against the surface she leaned on.

"Lumina," Otto approached her, touching her shoulder gently. She hadn't hesitated to immediately rush into his arms and hug him tightly, crying through her voice modulator. Though rather surprised, he hugged her regardless and caressed her back.

"Oh dear, let's get this off before you ruin it," He slowly removed her mask to see what he thought was a beautiful face, stained with tears of torment, "What's wrong?"

"Peter …he …" She choked, "Otto, I need you to promise me something …promise me that once I give you and Otto what you want …once I get what _I_ want …make sure I don't lose my way."

"What did Peter tell you?"

"What I needed to hear …I don't want those stones making me do things I shouldn't. I don't want to take things _too_ far …you know?"

"I understand," he wiped her tears away, "How far can you go with …other things?"

She sniffled, raising a brow at him, "Like what?"

He held her closer by the hips, kissing her forehead with a smile on his face. She blushed immensely, looking down at the ground with wide eyes. She had these thoughts herself, but never really allowed her heart to fully feel them, nor did she think it would come up so soon. With everything going on, as much as she wanted to, she couldn't.

Slowly, she backed out of the hug and wiped her tears, "Otto …uh …I just …maybe now isn't the best time …for this."

"Right …of course," He said, a hint of sadness in his voice, "I understand. We should focus on our goal. The auction for the mind stone is tonight. We'll need all three of us there, which means no one can watch Peter."

"That's a risk we have to take."

…

The abandoned building had seen better work days. Tombstones men were being worked to the bone getting their drugs ready for what their boss was calling 'payday'. He had been planning this for quite a while, ever since he first arrived in this world. Tonight, was the night it would all come together, so most would assume he was rather happy right now. Unfortunately, there were still obstacles in his way.

Tombstone sat at his desk, tapping his finger against the wooden surface. His hired help, Nightmare, stood in the corner with his arms crossed. Both seemed to have been impatiently waiting for the other to speak. Most men recoiled when he made a threat, but Nightmare was different. He barely ever budged when he threatened to hurt him, or feed his remains to a dog pound. That was his favorite phrase out pf the bunch.

"So, Parker is missing?" Tombstone finally spoke first.

"I was going to kill him at the police station," Answered Nightmare, "But apparently Otto Octavius grabbed him before I could."

Tombs locked his fingers together and rested them on his chin, "Perhaps this is good. With Parker out of the way, we won't have to worry about his interference."

"Except Otto works with Lumina, and you said she's looking for the stones as well."

"This is true, except I'm not worried about Lumina. She may be able to threaten others with her …light, but not me. I'm indestructible, light doesn't blind _my_ eyes. If there is any chance, she'll be at the auction tonight, I'll go myself so she'll be unable to succeed."

"Lumina is tougher than you think she is."

"And how do you know this?"

Nightmare stood from his position in the corner, and leaned his hands on the table, "She doesn't realize it yet, but her and I have …history. I know what she's capable of, so don't go underestimating her."

"Hm, I see …very well," He leaned back in his chair, "You and I will be going to the auction. Forget about curtesy, I'm tired of hiding in the shadows."

"You make too much noise, and Pro Heroes will come after us."

"Don't you worry your pretty little head," Tombstone laughed, "I have a plan laid out for that."

He didn't feel like arguing further with him, and backed off the desk, "Ok, fine. We break in and take it, sure. What exactly do you plan to do with the Mind Stone once you have it?"

A grin was plastered on his face when the stone was brought into the conversation, "The Mind stone enhances mental abilities. With it, I could access the thoughts and memories of anyone I choose. A single thought, and I could tell them to do and think whatever I please. I could manipulate the minds of this city to take my drugs. No one would be safe."

Nightmare had never questioned his methods before, but this was the first time he had, "You want to make people be addicted to your drugs?"

"By changing their brain chemistry, yes. The money coming in will be bigger than ever. Beyond that, no one would be safe from my influence."

"Why not just hypnotize people into giving you money?"

He laughed, "Where's the fun in that? No, I want to see them _crawling_ back to my doorstep every day."

"…Right," Nightmare made for the door, "Whatever you say."

As he left, he pondered whether or not continuing this job was right. He killed people for a living, sure, but Tombstone was talking about forcing addictions on people, making them reliant on his drugs. Nightmare only killed people who deserved it, and those who take drugs willingly deserve it to him. Forcing that influence on innocents, that may be taking it too far.

It meant something if _he_ thought it was too far.

…

The time gone by hadn't stopped Peter from searching through the seemingly endless boxes in the storage closet. Noises outside the door had since gone quiet, telling him he was all alone in the building. Lumina, Otto and Beck must have already gone to the auction, getting ready to take the stone for themselves. He also knew Tombstone was going to be there too. Both parties had very different motives.

Lumina believed the hero system was flawed. Heroes spent more time as celebrities than they did saving lives, and she thinks she can solve that by controlling life and death itself. Tombstone wants the stone for reasons he doesn't yet know, but considering it's Adrian, it can't be good. At least Lumina seemed to have good intentions, even if she was getting in over her head. There was no way she could control the stones power rather than being corrupted just like everyone else who's wielded them.

All Peter had found were electric powered tools that did no good to the door, and other pieces of scrap used to build the warehouse. There was a vent, but it was too small to crawl through. Running out of options, he pulled out his phone. Still no service, he wasn't stupid enough to try calling anyway.

Instead, he scrolled through the many new photo's he has taken since his arrival. Many were of him and his classmates. Specifically, they were of the day he and his class went to the arcade with Overcast. That was the most fun he had in quite a while. They were good memories to hold onto, one of his favorites being of him, Mina, Momo, and Izuku together, celebrating just after the laser tag game. Another was of him, Inko, Izuku and May just after moving her into the house. May, Inko and his friends, they were the reason for smiling every day.

They were his reason to fight.

Peter looked to the electric powered drill sitting next to him, a strange and crazy idea coming to mind all of a sudden. It was as if his super hero brain had been shut off, and his scientist mind had jumpstarted. Grabbing the drill, he tested it to see if it still worked. It spun at the pull of the trigger; the battery still had juice. He undid the bottom of it with a screwdriver he found in the boxes. Inside, he dumped a battery into his hand. It was large, fitting his entire palm. The back of the battery read 'Lithium-Ion Battery'.

"Lithium Ion…" He said aloud, looking between the battery and the door. Clenching it in his hand, he stood up and grabbed the screwdriver, rushing over to a box in the back of the room. Inside it he pulled out two items. One was a metal pole, and the other was duct tape. He sped walk back to the door and started taping the battery near the handle, biting off bits of tape with his teeth since he didn't have scissors. Once the batter was attached, he took the screwdriver and used his super strength to pierce it into the battery, leaving it there and moving it around to expose the inside.

He grabbed the metal pole at the end and pushed it against the ground. In his other hand was a piece of wood he took from the boxes, resting scraps of paper on top. Using his super strength, he scrapped the ground and created sparks that landed on the wood. Nothing happened, so he tried again and again. When nothing continued to happen, he got aggravated and scraped harder.

"Come on!" He shouted.

He scraped again and again, creating more sparks that landed on the wood. He continued this in a faster motion, leaving no time for the first set of sparks to land.

Finally, the battery caught fire.

"Yes!" he shouted, keeping his hand over the fire as not to put it out. It slowly grew as he ran around and added more paper to keep the fire going. Taking a handful of more paper, he slowly made his way over to the battery still taped to the wall, holding the fire underneath the battery. He honestly had no idea if this would even work. All he knew was that some Lithium Ion Batteries explode when exposed to too much heat.

He held the fire as closely as possible, squatting there for some time as he waited for something to happen. He couldn't let boredom get to him, he had to stay patient until the heat took effect.

His spider sense suddenly rang loud. With widened eyes, he leapt behind a box just as sparks flew from the battery. Suddenly it exploded against the door handle, launching off and falling just a yard away from it.

Peter stood from his hiding place and started at the battery, still on fire after the fact. He then approached the door slowly, pushing on the door as to check for results. He was happy to find it opened with ease; the handle of the door was completely blown off.

"I'm coming for you, Lumina," He said to himself, rushing out into the warehouse, and finding his way out of the building.


	31. Impatience

The sun dropped from the sky, and in its place the moon was its successor. Most of the U.A students had been fast asleep by now, enjoying their few days off after the Sports Festival. Peter Parker was not one of these people. Instead he was leaping across rooftops, trying to make his way quickly across the city. His web shooters were still in police custody, so he couldn't go to the auction without being prepared.

He leapt off the roof and stuck himself firmly to another wall, scaling it with ease without looking down. His eyes were fixed on his bedroom window, shut with the night being born. He hoped Izuku was either asleep or not there, either way he needed to be quiet. Reaching the window, he looked inside and found his roommate was nowhere to be seen. Wherever he was, he had an opportunity he couldn't waste. Peter opened the window slowly and entered, not bothering to turn on the light as not to attract attention.

He started searching around his corner of the room for his backpack. When he found it, he opened it up and found his classic suit inside, and started putting it on. His mind, though, was on something else entirely.

Lumina, Otto, and Beck.

He understood why they were doing this, but that didn't make it right. If it was really safe to use those stones, they could have used them to fix _everyone's_ lives a long time ago. Otto and Beck are only thinking of themselves, even if it seems justified. Lumina, however, she has always been different. She has shown him kindness, compassion and empathy. Whatever has happened to her in her life, she believes this is her only option now. Honestly, he can't blame her for what she has been driven to, if she was driven by pain.

The lights of the room flickered on, startling Peter as he turned around to find Izuku standing there at the door with glossy eyes. While he was happy to see Peter, he was also concerned as to why he was sneaking around, confused by his sudden arrival.

"…Peter?" Izuku said quietly, "What are you …doing here… wearing that? I thought you were still at …why are you sneaking around?"

There was no time for him to keep secrets, or come up with more lies. Too much was on the line right now.

"Izuku," Peter put his backpack over his shoulder, "I can't explain right now. I just need to go."

"And do what?!" Izuku shouted, "Are you even supposed to be here right now?! Why else would you be sneaking around?!"

"Izuku-"

"No! You need to tell me what's wrong! Why can't you talk to me?! Aren't we…aren't we friends?"

His heart broke hearing that, but he couldn't indulge in a deep conversation with him, not now, "Izuku, there is something I have to do right now, or a lot of people are going to get hurt."

"You're putting yourself in danger, again?!"

"Yes! I have to!"

"Peter-!"

"No! Izuku!" He shouted, stomping his foot on the ground and making his friend back up, "This is something I just have to do. I can't stand by and let bad things happen, or they happen because of me! Being a hero is not standing by and letting someone suffer or die because you did nothing!"

"But-"

"Izuku, being the best hero you can be is setting your own golden standard. This, this is mine."

"Peter, you can't keep doing this," he begged.

Ignoring him, Peter put on his mask and walked to the window. Izuku rushed over and grabbed him by the wrist, trying to pull him away as tears ran down his face. He begged him not to go, pleading over and over as he was given no response. Instead, Spider-Man turned around, grabbed his arms and pulled him into a tight hug.

"…The world won't wait for you," He whispered to his green haired roommate, before pushing him away and leaping head first out the window. Izuku watched as he leapt across the buildings, disappearing into the night.

He could only lean out the window and watch his friend leave, his tears falling out of the window and down to the ground below. Every word he said hung with the once quirkless child, causing a flurry of conflict to rise within him. Was he right? Was this the right thing to do, regardless of the danger? Was the entire point that your safety meant nothing, even if it meant the law? Peter had endangered himself again and again for his friends, his family, and nearly died each time.

Is that what it meant to be a hero?

With his fists clenched, he put his hand on the window sill, and then his feet till he was perched on top it. He had no idea what Peter was going out to face, but he could only think of one thing.

He wasn't going to face it alone.

"Imagine the egg not exploding …" He whispered, as One for All charged into his legs. It wasn't his full power, no more than 5% of it in his limbs.

With his power ready, he pushed off the window and leapt through the air, letting out a scream of terror. His body cut through the winds that fought against him, yet with each passing second, he became more determined, and readied his body for landing. The roof of a building came fast, and as he landed, he rolled over his shoulder to control his momentum. Skidding only a foot, he finally stopped and looked up. The window he jumped from was so far, at least it felt like it.

"My own Golden Standard," He whispered, getting up and rushing to the nearest fire escape. No, Peter wasn't going to fight alone, not this time.

Not without him.

…

She honestly had no idea why she was going through with this, but her instincts were just telling her to. Kendo continued up the steps to the auction house, thankful it was open to the public rather than needing an invitation. She was dressed in her regular clothing, a skirt and leather jacket. Everyone crowded inside to see the many items on display, while she only looked for one in particular. She had no idea what she was going to do, a bridge she would have to cross soon. If she was Peter, she would make sure no one stole the thing, no one dangerous anyway. She had no money to bid, but she could always just bluff to keep it out of the wrong hands.

The auction room itself had a stage up front, with the items scattered around the room and kept in glass boxes. Each one had a written description of the items history and starting price. The cheapest item there was a few hundred yen, and she barely had 50 in her wallet.

Finally, she found the stone near the stage. It was kept in a glass case just like all the others. The description wasn't much, but they called it the 'Soul Gem' due to how it 'speaks to one's soul with its beauty.' Beyond that, they really didn't know anything else about it, just that it was pretty, therefore it must have been worth something. Its appearance was stunningly close to the one she found in the street, so much so that it worried her. Each stone was capable of something different, so what could this one do?

Unknown to her, Otto and Quinten both entered the auction house together wearing nice suits, before splitting up and heading to opposite sides. In their ears were wireless comms, used to communicate as the event went on. Lumina was not with them, absent from the night she talked so much about.

"I'm in position," Quinten spoke softly, standing next to the pillar closest to the stage's right side.

"Same here," Said Otto, standing far in the back, "It's all on you, Beck. I'll back you up if something goes wrong."

 _"Be careful, you two,"_ Lumina spoke over the comms, " _I don't want you getting caught. You gotta wait until the bidding starts. When everyone is looking at item #11, that's when you make your move."_

"Just like we planned," Beck grinned, "It'll be quite a show.

The doors of the auction house opened again, and inside entered the large pale man known as Tombstone. Behind him, coming in slowly as not to attract attention, were some of his men. No one else would be able to tell something was off, but Otto had seen this kind of thing before.

"We have company," Said Otto, pressing a button on his glasses. The inside of them suddenly turned green, and began to scan the rooms details. Once the scan had reached Tombstones men, he identified the guns hidden in each of their jackets, "Tombs men, all armed. Even the man himself is here."

Tombstone eyed the stone at the other end of the room, grinning and signaling his men to spread out. As they did so, he approached the glass casing, where Kendo was still examining it.

"Beautiful artifact, is it not?" Tombstone said as he stood next to Kendo, startling her.

"Uh …yes, it is," She spoke slowly. His entire vibe completely threw her off, and she didn't like it."

He leaned in and read the description, "'Soul Gem', hm, very intriguing. What do you think they mean?"

"Well …it says that it speaks to the soul."

"Yes …I suppose it does," He finally looked at her, rather curious concerning her age, "What is someone so young doing in a place like this?"

She gulped quietly, not wanting anyone to start looking into her motives, especially not a stranger. Otto meanwhile had been watching the two of them, tuning his comms to listen in on their conversation.

"I just wanted to see some of the nice stuff. Just looking, don't really have the money to bid," She didn't want to speak to him, or accidentally establish an alibi she can't be confident in.

"Ah …I see," He was relieved, assuming it would be one less competitor on the board, "Funny thing, this gem is part of a set. I've been trying to collect this one for a while."

"A set?" She realized now he knew exactly what this stone was, and was likely here to steal it should he be unable to bid, "Fascinating."

"Yes, very. Stones like this are better put in the proper hands, not just anyone's, don't you agree?"

"I suppose so …" She quietly tried to defuse the conversation, not feeling remotely comfortable with him around. Just to her luck, however, the announcer came onto the stage and started talking into the microphone.  
"Looks like they are gonna start soon," Said Tombstone with a large grin and a raspy voice, "Nice talking to you."

When he finally walked away from her, she let out a sigh of relief with her shoulders loosened. Every bone in her body told her that guy was bad news, she should make sure to watch out for him.

Everyone began to gather in a more compressed crowd as lights turned on for the announcer, "Thank you for coming, ladies and gentlemen," She began, "We have a special list of beauties for the taking tonight, the question is, who will win the race?" With a clap of her hands, the first artifact was brought on stage. Nothing special, just a necklace made of diamonds from some mountain they've never heard of. In fact, this continued like this for a while. An item was auctioned, people bid, someone won, next item. It was a slow process, which didn't help with the anxiety Kendo was feeling.

Otto, in his time scanning the area, finally took notice of Itsuka Kendo. Though their meeting at the station was brief, it was enough to recognize her as an ally of Peters. If she was his friend, then the only reason she would be here rather than at home would be for the stone. She was still a student, it was doubtful she was here to bid for anything, unless she just so happened to be rich.

"We got a problem," Otto said, pushing another button on the lenses, "I'm sending you the live footage from my goggles. A friend of Peter's showed up to the auction, and I don't think it's to bid."

Lumina took a moment to examine what he was seeing, and an auditable gasp was heard, " _Crap …That's Itsuka Kendo. She's from Class 1-B, and I believe she's the closets person to Peter other than Izuku Midoriya. I remember she was at the Sports Festival when Peter was attacked, as well as at the school. What does she think she's going to do?"_

"Not sure, she probably doesn't know either. It wouldn't surprise me if Peter managed to convert her into a vigilante. He seems to have a thing for gingers, I've noticed."

 _"Keep an eye on her, just in case she tries anything."_

Finally, item #10 was brought onto the stage, and it was none other than the Mind Stone. Tombstone, Otto and Kendo's heads immediately perked up at the sight of it, each of them knowing that this was it, the moment they had come here for.

"Our tenth edition is what we call the 'Soul Gem'," Said the announcer, "It's very outer layer holds an appearance that convinces you you're looking into the universe itself. It speaks to you in ways never thought possible between humans. A truly rare beauty for anyone lucky to own it. How about we start the bid at 50,000 yen?"

"60,000," Tombstone called out.

"Do I hear 65,000? Going once …" She began to count. Kendo started to panic, knowing full well this guy couldn't be trusted, especially not with one of those stones. She had to buy some time until she thought of something else.

"70,000!" Shouted Kendo, immediately starting to sweat afterword's. Why did she say that, she wondered, what was she doing? She had no way to cough up the money, it would just get passed to the runner-up bid.

Tombstone looked at her in surprise as well as anger. He remembers she said she wasn't bidding, so the red flags were starting to show themselves.

"She's bidding," Otto said, "Not good. There's no way she has the money for this. She's going off instinct, trying to do what she thinks Peter would. That boy doesn't realize what an impact he leaves on people."

 _"Trust me, I know,"_ Lumina groaned, _"If Tombstone tries anything on her, keep her safe. He's looking angry."_

"He won't be able to do anything," Said Beck, "Not once the plan gets underway."

"How about 75,000? Do I hear 750?" continued the announcer.

"90,000!" Shouted Tombstone.

"100,000!" Shouted Kendo.

They eyed each other, Tombstone with a look of rage and Kendo with one of fear. Everyone could easily tell a rivalry was starting, but they hadn't realized how much tension was actually there.

"Seems like we have a competition on our hands!" Said the announcer, "How about 1050?"

"500,000," Tombstone said confidently, feeling as though he had her beat, right up until she spoke again.

"100,000,000!" She shouted, sweating even more now though trying to hide it.

Otto groaned, "She's gonna get herself killed like this."

" _Otto, stop her. Do whatever you have to."_

With a sigh of annoyance, Otto slowly approached the crowd as they continued to bid against each other. He could only think of one way to get her out of this, but it was the best option in order to move forward.

Otto approached Kendo and put a hand on her shoulder, holding out his hand and shouting "200,000,000!"

Everyone clapped at the arrival of a new competitor, except for Kendo and Tombs. When she saw his face, she was almost ready to punch him. Kendo immediately recognized Otto as the man who took Peter from the station, and it required all her self-control not to choke him or break his hand.

"That man is called Tombstone," whispered Otto, "And if you don't stop bidding, he is going to kill you. Let him bid us both out, and we can get you out of this alive."

"…It isn't about what happens to my life," She whispered back, pausing to bid again against Tombstone, bringing them to another stalemate, "What matters is keeping anyone from getting that stone, including _you_."

He sighed, "Peter really has rubbed off on you, hasn't he? Don't worry, he's perfectly safe. Tombstone isn't getting that little gem; I'll see to it. But you have to back off or things will get worse for you. Look around, notice all the men wearing black belts? Silver buckle with a house sigil?"

She looked around, immediately noticing all the men he referred to, "So?"

"So, they're his men, and there's a good chance they'll open fire if Tombs doesn't win the bid. You need to think about the long game, otherwise people will die. Do you want that, Hero?"

When it came down to the facts, she knew he was right. If they really were armed, then continuing as she was would get everyone killed. The main priority of a hero is keeping people alive and safe. She may have hated it, but she had to stop.

"300,000,000!" Bidded Tombstone, looking to his competitors for a response.

"Going once …" Said the announcer, while Kendo said nothing, "Going twice …sold to the pale man in the black suit!"

Everyone clapped for his victory as he relaxed his shoulders and neck. He was almost worried for a moment there, but everything seemed to work out in the end. When he glanced back at Kendo and Otto, they were walking away suspiciously. A problem for later, he thought.

Otto dragged Kendo to the corner of the room, keeping her hidden, "You need to leave, kid," He said, "Things are only going to get worse from here."

"I can't leave," She stood her ground, "You wanna beat me till I submit, go ahead and try. Peter would want someone to do the right thing, and that has to be me right now."

"Ok, Spider-Girl," He mocked, "What was your plan? Bid? Get the stone and run before you have to pay? Go to the police and explain why you had to commit a felony?!"

"…If that's what it took."

There was no getting through to her. Peter had converted her from a studying young hero to a vigilante in no time flat. She was thinking the same way he would, rash and uncalculated. Still, he had to admire her persistence despite how obviously scared she was. Another quality Peter seemed to pass onto her.

The 11th item was brought to the stage, looking like some kind of high-tech clock sitting up to face everyone, "This is the Future Clock. It was submitted last minute by an unknown donor. It's full of the latest technology to really light up your home."

"And other things," Whispered Beck, putting a finger to the comms, "Ready?"

 _"Ready, do it Beck,"_ Lumina confirmed.

With a push of his phone, the clock suddenly lit up with bright colors. Suddenly it began projecting a light into the room, dim enough that no one even realized it. On the stage materialized a humongous snake, hissing at them with its venomous teeth. Everyone shouted in fear and scrambled away, including the announcer who had been standing next to it. The snake tried to follow the moving crowd as they made their way to the doors as quickly as possible. Even Tombstones men were too afraid and made a run for it.

Guards came in with guns and tried to fire on the creature, only to find their bullets passed through it. Once it seemed like nearly everyone had left the building, Otto stepped forward and let his metal arms extend from his back. He swung them at the guards, slamming them into walls and knocking them out on impact.

When the room was empty, Otto faced Kendo again, his metal arms lifting him up, "You need to go, girl."

She wanted to say something, but didn't know which words to use. Looking at the snake, it too made her want to run. Yet, she was standing her ground regardless of that. With her fists clenched, she let them grow to a massive size, holding them in front of her body, "Someone has to be the hero."

"I suppose so," Said Otto, readying himself to attack.

A clicking gun sound caught Becks ear as he stepped from his spot near the pillar. Coming out of the obscure view of the stage was Tombstone, holding a tommy gun in his hands. He hadn't run like the others, instead retreated to a hiding spot until he could make his move. Neither Kendo nor Otto noticed him there, too focused on one another instead. Beck panicked, and started running toward Otto. His mind raced with thoughts he couldn't control, things he never thought he could feel before meeting him and Lumina. His mind flashed back to his time with them.

 _"Question," Quintain raised a finger, "What is our plan? Or, yours I mean."_

 _She turned around, "To fix things that are broken, I guess. No one else will, right?"_

 _"If I recall, all you promised Otto and I was a second chance. We can have that in this world, with or without your help."_

 _"Then why don't you go too?" She asked._

 _Otto stood next to Quinten, gesturing to themselves, "Maybe our second chance lies with you."_

 _"It's gonna be hard to find the stones with just the three of us."_

 _"Maybe it'll be easier without the extra weight," Quinten suggested, "Easier to bounce ideas off three heads than 2 dozen. Let's get to finding those stones."_

He had yet to admit it, but they were his friends, maybe even his family.

Just as Tombstone raised his gun, Beck jumped into the air and pushed Otto out of the way, "Look out!" He shouted. Tombstone fired off a few rounds, the bullets striking Beck In the leg, arm, and one near his stomach. He collapsed to the ground, the blood already starting to drip from hos body as he screamed in anguish.

"Quinten!" Otto painfully screamed, looking at Tombstone in anger, "You bastard!"

"I know _you_ are," He reloaded his gun, "And we'll leave it at that."

In a fit or rage, Otto charged at Tombstone, using his metal arms as a shield from the bullets. When he was close enough, he ripped the gun out of his hands and struck him in the face with the sharp end of his claws. The attack hadn't even scratched him, but it did manage to knock him off balance. Otto kept at him, attacking with one arm after the other, while Tombstone only laughed at his attempts.

While they fought, Kendo shrunk her hands and rushed to Quinten's side, looking over his wounds. The bullets in his arms and legs weren't too bad, but his stomach wound was lethal. It had entered just to the right under his chest, and he was quickly bleeding out.

"H-Hang on," She said, pulling off her jacket and using it to put pressure on his stomach, "Just stay with us, I'm gonna call the paramedics!"

Otto continued to strike in a fit of rage, bringing his metal arm down on his face. Tombstone still felt nothing, and only laughed.

"What's so funny, you bastard?!"

"Nothing! I just never thought 'Doctor Octopus' cared so much for other people!"

He struck Tombstone again, pinning him to the wall with two metal arms. Out of his two other spares, blades had grown out of the top. He was preparing to stab him, not thinking of the consequences.

"Go right ahead," the pale man baited, "It won't do a damn thing."

 _"Otto! What's going on?!"_ Lumina panicked, _"Have you secured the stone?!"_

Kendo quickly hung up her phone, having just called the paramedics here. With the noise they've coughed, there was no way the police weren't already coming too. She would have gone to them originally, but with everything going on, she worried they wouldn't believe her, especially if the stone being here was only a hunch. Now, she regretted that decision in full.

"I'll kill you, Lonnie!" Said Otto, as his metal limbs started shaking.

"You think I don't know things about you, Octavius?" he pushed the limbs away with ease, much to Otto's surprise, "I know full well that if you can't focus, your octo arms don't work right!"

He punched Otto square in the jaw, making him stumble back and retaliate by striking with his metal arms. They were weak on impact, and his enemy just pushed them away and struck him in the gut, knocking him to the ground.

"No focus, no arms," Said Tombstone as he started walking toward the Tommy Gun he dropped, fully intending to end this.

The blood was slowing down from Quinten's stomach, but it was still leaking at a concerning pace. He was having a hard time breathing and keeping his eyes open, yet he still managed despite the pain. His tired eyes rolled to see Otto with Tombstone, the wrong man losing the fight. Using all his remaining strength, he rolled over to his side, much to Kendo's disapproval. As he stood, he tried limping toward the occurring fight, even though Itsuka tried to pull him away.

"Stop it! You're injured!"

"My …friend …needs me," Quinten coughed blood.

From his pocket, he grabbed a small metal sphere, with a green button on the end of it. Tombstone noticed Beck coming his way and laughed while he picked up the gun.

"Mysterio, right? What are _you_ going to do? Hit me with one of your shallow illusions? Play a trick on me?"

"Yeah …" He grunted, "But it isn't so shallow, you son of a bitch."

He threw the sphere like a baseball, pressing the button just as he let go. The sphere started glowing brighter as it made its way toward him. Beck leapt toward Kendo and tackled her to the ground and covering her from what was coming. When the object reached Tombstone, it exploded into a flurry of light and collapsed the wall around him. The debris fell on top and pinned him to the ground, completely covering him under the rubble. The light could be seen from outside the building, the residual wave of energy spreading to the rest of the room.

Otto stood up and retracted his metal arms, seeing the debris keeping Tombstone trapped. With a moment to finally breath, his mind calmed enough to focus again, "Beck!" he called out, rushing over to find him laying on Kendo.

She pushed him off, holding his head up as she set him down carefully. The blood from his stomach had stained her shirt; the bleeding had gotten worse.

"Beck!" Otto cried, rushing to his side, "Come on! Stay with us!"

"So much …for that fresh start," Quinten coughed, "I guess Lumina could revive me with the stones, but …" He sighed, "I'm thinking … just in case she doesn't get them…" He smiled, "Thanks for everything."

"Beck, no! Stop that! You'll be fine! We'll get the stones; we'll bring you back! It'll be fine!"

"Why?" he asked, "…So I can live a false life I didn't earn? No …What I wanted was a fresh start, but …" he coughed again, "But you and Lumina …I think you were my fresh start. Maybe …my second chance laid with you."

Otto was crying, holding onto his hand and gripping it tightly. Beck and Lumina had been there with him for some time now, yet they had grown so close so quickly. Quintin was once apart of his sinister six, a group of misfits he used to further his goals. He wasn't a tool anymore; he was a friend.

"You saved me …" Otto choked, "I won't forget that."

"Thanks, Otto," Beck closed his eyes and laid his head back, "For seeing me …"

With his last breath, Quinten Beck passed from the world to somewhere beyond.

It took Otto a moment to process everything. When he finally had, his fist slammed into the ground in anger, crying out in rage. Kendo scurried away from him in fear he would lash out at the nearest body. As he mourned for his friend, she could only stare at the bloodstains on her shirt.

There was blood on her hands now. Quinten wouldn't have had to save Otto if she hadn't been distracting him. A man was dead because of her, and she couldn't reverse it. It was enough to make her cry a bit too, more out of trauma than mourning. Otto on the other hand was more than distraught. Quinten was someone he truly cared about other than Lumina, and now he was gone thanks to the likes of Lonnie Lincoln.

"Lumina …" Otto choked to speak into the comms, "Quinten …Quinten is dead …"

 _"What? No …dammit!"_ She shouted, nearly making him take the comms out, especially when she started crying, " _Goddamn it! This is …this went so wrong!"_

While Otto may have been distraught, it was Lumina who had truly broken. Both Quinten and Otto had finally begun to feel like a family to her. Redecorating the warehouse made it feel like a home, but it would mean nothing if they weren't both there. Despite the knowledge that she _could_ bring him back with the stones, his death still pained her. Truthfully, she knew there was a chance she wouldn't succeed, which meant there was a good chance Beck was gone forever. A piece of the new life she had built was taken from the puzzle, leaving an incomplete image even a child couldn't understand.

"…I'm sorry …" Kendo said quietly.

"You should be!" Otto scolded, "I could have stopped Tombs if you hadn't been so stupid as to come here!" he stood up and summoned his metal arms again, "You'll pay for what you did!"

 _"O-Otto! Stand down!"_ she called out, " _Just get the stone and get out of there!"_

"Beck is dead!"

 _"I-I know …but it wasn't her fault …just get what we came for and go …please."_

He wanted so badly to give into his instincts and end her, drive the blade of his metal arms right into her body, but he knew Lumina was right. If he didn't grab the stone, then Becks passing would be for nothing. He backed off of Kendo and made his way for the stone, still kept in its casing.

Otto stopped when the pile of rubble began to shake and lift. Tombs body slowly became visible, grunting and pushing with his back until he was loose enough to stretch his shoulders and launch the larger pieces of debris off of him. He stood straight, Tommy Gun still in hand. There wasn't a scratch on him, barely even a bruise.

"You thought that was gonna kill me?" he asked, "Guess it ended up doing the reverse. I'll be taking that stone now."

"Not a chance!" Shouted Otto.

"Hm …look at this mess," he gestured to the pile he was in, "The police will be here soon with what we've caused. Better keep them and the Pros distracted," From his belt he pulled a walkie talkie, speaking into it but keeping his eyes on Otto, "Nightmare, this is Tombstone, do it."

…

Spider-Man leapt from building to building, refusing to look at the streets below. He knew the stone was going to be at the auction house, and that both Lumina and Tombstone would likely be there at the same time. That was two threats he needed to deal with, though perhaps one at a time. She wants the stone out of Tombs' hands just as much as he does, so he could use that to his advantage. This meant his focus should be Tombstone, at least until he's completely dealt with.

As he traversed the city, he heard sirens turn on and driving a few blocks behind him. Several units were making their way in the same direction as him, which probably wasn't a good sign. Something must have already happened at the auction house. Hopefully he wouldn't be too late.

Besides, he seemed to have other problems.

To his side, a sudden series of explosions sounded off across many blocks of buildings, causing him to stop in his tracks and watch the smoke reach the air. Buildings had caught fire out of nowhere, the explosions travelling in a straight line. Once they had gone off, police cars had turned to go in that direction.

His spider-sense sounded, and he hid in the alley of a building. Over his head, right below him, everywhere he looked he saw different Pro Heroes rushing to the fires. He recognized a few from the news, others he didn't at all. He had never seen so many at one time, but it made sense with whatever was going on.

He wasn't stupid, he knew this wasn't a coincidence. Someone did this purposely to distract Pros from the auction house. Arson like this wasn't Lumina's signature, so it had to be Tombstone. Leaping back onto the roof, he wanted so badly to rush to the fires and help. However, so many Pros were already on the job, and he had other issues to attend to.

It was a matter of what was more important.

"…They got this," Spider-Man muttered, turning and running toward the edge of the building, "Gotta keep moving!" He leapt into the air and continued forward.

Just as he seemed to leave the roof, Midoriya landed where he was and took a moment to let his body settle. His limbs still weren't broken, meaning what he was doing was working. Of course, he was still out of breath trying to keep up with his friend.

"…Gotta keep moving," He muttered, charging One for All into his legs again and launching into the air.

Spider-Man scaled the side of the buildings, running across the walls and leaping to the next one, building speed and momentum with each jump forward. In the background, more and more explosions were taking place. Tombstone wasn't messing around this time. The only reason he wasn't trying to help with the fires is because he knew the Pros had it, and that it was a distraction so the stone could be grabbed by the wrong hands.

Leaping again, Peter perched on the edge of a roof just in sight of the auction house. Lights seemed to have been flickering inside, as if a crazy amount of movement was taking place. Something was going down already, and he had to stop it. Just as he was about to leap down, the windows of the first floor suddenly erupted with fire. An explosion had just been set off inside.

…

Kendo rolled over her shoulder and hid behind one of the pillars, catching her breath as fires had begun to spread around her. Otto had gone crazy with rage, firing a flamethrower built in to his metal arms. Many of the drapes had caught fire, spreading to the rest of the building. Tombstone wasn't affected by the attacks, but Kendo began coughing due to the smoke. Killing Beck had sent Octavius over the edge. He wasn't thinking clearly anymore, he just wanted blood.

"Hold still and let me kill you!" Shouted Otto.

"Have you forgotten already?" Tombstone asked, "You can't kill me! I'm indestructible!"

"On the outside, but you can bleed to death from the inside too!" Otto struck again with a flurry of jagged attacks, his metal arms losing their strength due to his inability to focus. With his tech based on the focus of his mind, a lack of it will cause them to malfunction. Tombstone, of course, knew this very well.

Otto's arms suddenly began to spark and shake out of his control, much to his dismay. When he tried to move them, they only did the opposite of what he wanted. He was then struck in the gut by Tombstone as he grabbed one of his metal arms. In a swift motion, he ripped it straight from its socket, then preceded to strike him with it. Sparks had flown everywhere, some of them scorching a bit of Otto's face. A burn was left on his cheek, reaching down to his chin.

"Fun fact about Octopi," Said Tombstone as he kicked Otto down and pinned him with his foot, "They live roughly between two and five years. You're breaking the rules of death, and I think it's time we fix that."

Kendo rushed from her hiding spot and jumped through the air, her right hand growing into a large fist and striking Tombstone straight in the chest. The impact sent him stumbling backwards off Otto as she continued her assault with both fists enlarged now. First, she struck his chest, then uppercut his chin, followed by a hook punch to the side of his face. Though he felt no pain, it was still enough to knock him around.

Eventually, she got tired and backed off to catch her breath. Even though she was very strong, her attacks weren't doing anything to him. He just stood up straight and laughed at her, scaring her down to the bone.

"You really don't know who you're up against, do you?" Lonnie laughed, "The name is Tombstone, and nothing can hurt me!"

She kept her hands up not wanting to back down now, not when things were bad. Peter wouldn't have, not ever.

"Allons-y!" he shouted as Spider-Man came rushing in, soaring through the air and landing a direct hit on Tombstones jaw, forcing his body to turn quickly and land on his stomach. The arachnid twisted in a ballet fashion and stuck his signature landing pose, forming an L shape between him, Tombstone and Kendo.

He wasn't sure how this fight would go without his web shooters, but this was his chance to prove that a hero was more than their gadgets.

"Peter!" Kendo cried in joy. Seeing her friend here made her happier than she had been all day. It was as if her prayers had finally been answered, and he had been returned safely to her. Her fists shrank to normal and she moved slowly to him, then faster, until she was in a running speed. She jumped into his arms and he held her tightly, caressing the back of her head to comfort her. Their embrace was warm, and overdue. Peter could feel his shoulders relaxing once finally in her presence again.

"I missed you so much!" Kendo cried, adjusting her grip over his shoulders and resting her head next to his, "When you were taken, I didn't know what to-!"

"I'm so sorry I made you worry," He quickly broke the embrace, more worried than relieved now, "What the hell are you even doing here?!"

"I found out one of the stones might be here! I thought about what you would do and I just …" She smiled, tears in her eyes, "I can't worry about the law if people are going to get hurt. The world won't wait for me …right?"

Those were the exact words he said to her the night he saved her from Hydro Man. After all this time, they finally sunk in.

Tombstone finally regained his balance and stood up. He had dropped his Tommy Gun when he fell, and it slid a few yards away from him, "Kids …this is why I never had 'em," He cracked his knuckles, putting on knuckle dusters he took from his pockets, "Too much trouble for that they're worth!"

"Aw but that what makes it so much fun!" Spider-Man mocked, "You could stand to have a hobby like that, or at least get out in the sun. What, you stay inside writing bad fanfiction all day?"

"Enough!" Shouted Tombstone, "I'm taking the stone, but first I'm taking _you_ out!"

Tombstone charged at them like a bull, head first going forward. Kendo rolled out of the way while Spider-Man leapt over him and kicked off his back, sending him tumbling into one of the pillars. It broke on impact, making him fall over.

"Kendo!" Spider-Man called out, "Keep that stone safe!"

"On it!" She said as she rushed over to where it was being kept. Somehow in all the destruction, it hadn't broken from its glass casing. She placed her hands on both sides and lifted the glass up, tossing it to the side and watching it shatter. The stone now glowed in the presence of her, as if it wanted a vessel for its power. Slowly, she reached her hand out for it, taking it very gently between her thumb and index finger, using her other fingers to further support it.

It vibrated in her grasp, and her hand felt tingly and warm. She had no idea what it could do, but she wasn't eager to find out.

Otto's metal arm shot forward and grabbed Kendo by the wrist, making her drop the stone to the ground. Otto was sweating, bleeding and angry. He only had three working metal arms; the empty socket for the one missing was sparking and crackling immensely. His goggles were broken from the impacts he recieved from Tombstone.

"I'm taking that stone!" He shouted.

She gritted her teeth, "And it's my job to stop you!" enlarging her free hand, she grabbed the metal arm and yanked on it, nearly pulling it out of its socket as well. To stop her, Otto used the other two arms and grabbed her limbs, lifting her up and pinning her to the wall. The impact nearly gave her a concussion, but she remained conscious.

"I am so tired of this! This cycle of fighting the hero just to survive!" He shouted, "It's going to stop! Right now!"

His anger made the metal limbs shake uncontrollably. The one pinning her right hand released its grip from the stress, and she enlarged that hand quickly. The other arms couldn't take the added weight, and it dropped her, and upon landing she had launched forward and struck him head on with the big fist. The momentum of the impact made the loosened limb come clean off, falling to the ground and sending more sparks outward. The sparks only added to the fire that was already spreading.

Spider-Man hit the ground after taking one of Tombstones attacks, feeling the imprint of the knuckle duster on his chest. When he turned to the side in pain, he noticed the body laying next to him. It was Quinten, and it seemed like he had been dead for a little while now.

"…You killed him, didn't you?" He asked rhetorically, standing up on one knee.

"He's the one who jumped in the way of my gun, not that I wouldn't have killed him anyway."

"He may have been going about it all wrong," Spider-Man stood with his fists clenched, "But he just wanted a fresh start! All you want is drugs and money!"

"At least I've accepted who I am."

"So did he!"

Spider-Man ran at him with one fist pulled back, pushing off his heel for greater momentum. He struck Tombstone again, then once more, using his superior speed to dodge any of his counter attacks. Debris and fire fell and spread around them, feeling the heat on their backs and faces grow with each passing moment. Though he couldn't cause him pain, he noticed how Tombstone was running out of breath.

"Tired, Lonnie?" He asked, "Just because your outside is invincible, doesn't mean your insides are!"

He jumped in the air and spun around, hitting him across the face with a hook kick that made him lose his balance.

Out of breath, he stood on one knee, "You fool! Nothing can hurt me! It would take tons of force just to dent me! That's the kind of strength you just don't have!" He stood up straight, stretching his neck, "I'll make sure you bury you so far into the dirt, your bones will _never_ be found!"

"S-s-m-m-a-a-s-s-h-h!"

Izuku's fist collided with Tombstones face, charged with the power of One for All at just 5% power. The impact echoed through the room and caused debris to fly in every direction. Tombstone was sent soaring backwards and slamming into the nearest pillar, dazed and confused.

"…Izuku?" Spider-Man couldn't believe what he was seeing. Had he followed him after he left the house? What was he doing here?

"I've had it with you villains targeting my friend!" he shouted, holding his arm, slightly sore but still not broken, "So you better back off right now!"


	32. Mourning and Goodbyes

Otto turned around to see the new arrival, just as Itsuka struck him with another attack. He landed face first on the ground, pinned by her foot as she stared at Izuku in surprise, "Midoriya?!" she questioned.

"Another pathetic child," Tombstone recovered from the attack, rubbing his face, "You're strong …but I still didn't feel a thing."

"Izuku! Get out of here!" Spider-Man shouted.

"I can't!" He screamed back, "You're right …the world won't wait for me! I have to set my own golden standard for the kind of hero I want to be! And this is it! This is who I want to be! Fighting for the people I care about and doing what's right because it's right! That's the only reason I need! I won't stand by and watch you suffer or die because I did nothing!"

"Izuku, you can't fight him! You'll break!"

"Then I'll _break!_ I'll cry, break, fear and hate! I'll do all of it! I'll do it all 10 times over! And when I'm broken and battered, I'll pick myself up do it again! And I don't just mean this fight! If people gave up every time they got hurt, the human race would be dead right now! So, I'm not gonna stop fighting, because _you_ never have!"

Another soul had been touched by the words of Peter Parker. There was nothing he could say, not to his own speech once used before. He learned everything Peter had been trying to explain. There was nothing else he could do to argue. He simply stood by his side with a nod, and faced Tombstone with determination.

"Time to end this!" Tombstone shouted, slamming his fists together and running forward.

Izuku took front, doing a hop into the air and throwing his leg sideways using his quirk. The strike swatted at Tombstones face and send him stumbling to the side. Spidey charged next and hit his chin with the top of his knee, coming back down with an elbow strike. Ducking down, Izuku rolled over his back with one leg charged, striking him in the stomach. They repeated the action in reverse, this time Spidey rolling over to strike with both feet.

He was given no time to recover and received an uppercut to his nose, followed by a swift kick to his knee. He fell on one leg and was struck twice by their attacks before finally blocking them, and pushing them away. When he stood up, he was greeted with Izuku kicking him to one knee again. They repeated the process, keeping him on one knee and striking him when he was vulnerable.

"Enough!" Tombstone shouted with strike to them both. They stumbled back but used each other to keep their balance, "I did not reestablish my operation just to get beaten by children! When will you grow up and realize the world doesn't want you to save it!"

"When pigs fly and _you_ get a tan!" Spidey mocked.

In a fit of rage, Tombstone charged at them again, barreling at full speed.

"Izuku," Spider-Man took his arm, "Combo."

As Tombstone grew closer, Spider-Man used all his strength to begin swinging Izuku around in a circle. Making a small hop, he released at the height of their speed and sent Izuku flying toward their enemy. The trade of momentum sent Spider-Man hovering backwards a bit, a gust of wind pushing the fire aside as he flew faster.

"I won't let you down, Peter!" Izuku charged One for All into his right arm. He didn't bother to put in the 5%, instead charging it as much as he could. His last attack hadn't done enough, so it was clear a full power charge was what he needed. He knew he would break, but he didn't care.

"S-s-m-m-a-a-s-s-h-h!"

Reaching him, Izuku winded his fist back, and threw it straight at Tombstones stomach. The impact rushed through his entire body, sending waves of pain through his skin. He was completely shocked to find he was actually feeling pain, spreading to every fiber of his being. This kid must have been carrying several tons of force to actually cause some damage. For the first time since he was a child, he felt the need to recoil from pain.

The power of his attack only increased with every second, launching to the far back of the room with a large gust of air and power. He crashed straight through the wall, flying into the next room and crashing through the next wall, then again, and again, until he ended up going through to the other side of the building and landing on the street outside.

Tombstone was knocked out cold.

When the dust settled, Izuku's right arm was broken. Though he promised he wouldn't break his limbs again, he let that promise down ever so soon. The fires still continued to spread, but no one could focus on that right now. Izuku breathed fast and deeply trying to comprehend the results of his attack. Once he had, utter relief washed over him. He had saved his friend from another villain trying to kill him, perhaps he had finally ended the cycle, he thought.

His broken arm shook in pain, but nothing he wasn't already used to. Spider-Man came over to check on him, holding the top of his shoulder gently.

"Are you ok?" he asked.

"Yeah …recovery girl is gonna be really mad though," He joked.

"You came all this way … just to help me? Despite the law?"

"I had to. You're my friend, and …sometimes …" He looked down, "It's stupid …but …sometimes I even see you as family."

That was enough to make him hug Izuku, carful not to hurt his injured arm further, "You're my family too, Izuku Midoriya."

He hugged back with his one good arm, crying again, though much calmer than when he normally does. Utter relief had overtaken them both, happy the other was safe from harm.

"Uh, guys?" Kendo called out, her foot still on Otto's barely conscious body, "What do we do with him?"

They let go of the hug, Spider-Man being the first to speak, "Tombstone landed in the alley. Let's get the stone, Otto and …and Beck out of here, then call the police."

At the sound of Becks name, Kendo could only look at his dead body in sorrow. With the adrenaline dying down, guilt washed over her and squeezed her heart. It felt as though hooks were on her ribs, pulling in opposite directions and breaking them with each tug. His blood was still on her shirt, a reminder of what she had done, even if she didn't pull the trigger.

In her eyes, she might as well have.

Her grief only lasted a moment, when one of the two remaining metal arms Otto owned had grabbed her by the leg, swinging her and tossing her body toward Spider-Man and Izuku. The arachnid managed to catch her in a cradle position, holding her body close to ensure she was ok before setting her down.

Otto used his metal arms to hold himself up, his balance tilting due to the lack of extra arms for support. After everything that happened, it seemed he still wasn't out of the fight yet.

"Otto, It's over!" Spider-Man begged, "Just stop!"

"Not until the stone is ours!" he screamed, looking behind him to find it still on the ground.

Both he and Spider-Man moved at the same time, though the young hero was much faster. Running in a straight line, Spider-Man climbed off his back and jumped forward, pushing off his face to send him backwards. He rolled into a stand and grabbed the stone on his way up. Just as he stood straight, a metal arm struck him across the face and caused the stone to drop, bouncing and rolling past them both. It spun circles with the vibrations of their movements, barely slowing down before it reached Kendo.

She picked it up quickly, earning a death glare from Otto. When he tried reaching his arms for her, Izuku used 5% of One for All and swatted it aside, making him spin off balance. The other arm came back around and smacked them both aside, causing the stone to go flying into the air.

They were all an even distance from the stone still aloft in the air, each of them had their eyes glued to it. As its momentum started to bring it down, they rushed for it at the same time. Otto's metal limbs were closer, but Spider-Man managed to kick him aside and throw off his trajectory.

All Peter could think about as he approached the stone was what would happen if it fell into Otto's hands, or even Tombstones. His mind rushed with every event that took place up to this moment since his arrival. Fighting Goblin, saving Kendo, the attack at the station, protecting the school, his talks with Strange, everything. He fought too hard to let himself fail now.

The three young heroes all reached for the stone at the same time. Spider-Man was the first to take hold of it, with Kendo then grabbing his hand and Izuku gripping her wrist. They had managed to catch it just before it hit the ground.

What Spider-Man hadn't realized was how tightly he gripped the stone.

It started feeling hot, almost burning the palm of his hand and singing the cloth of his suit. It glowed powerfully under his fingers, that energy reflecting in his veins. He looked up at his friends and found their eyes to be glowing the same color, a look of shock on both their faces, as if hypnotized. When Peter realized what was happening, he yanked the stone away.

"Kendo! Izuku!" He shouted, "I'm sorry! It was an accident! Are you ok?!"

The glowing faded from their eyes, and they shook their heads of the daze. The look of shock, however, hadn't left them. In fact, it only worsened once reality had set back in. Whatever was on their minds, whatever the stone did, it left them in a state of disbelief. What they were feeling wasn't something they had ever felt before, or ever would have if they hadn't come here.

Otto stood back up, dizzy and fading from consciousness. He was tired, too tired to fight yet he kept going in spite of it, "I can't …I can't fail!"

He gripped his fists tightly and launched forward. Spider-Man only had time to push his friends to safety before Otto pinned him to the ground. With his other metallic limb, he plucked the stone from his hand, then threw him across the floor. He crashed into a pillar, the impact causing it to fall right on top of him. The debris covered most of his body, showing his arm and head poking out.

"Peter" Izuku and Kendo shouted together. They rushed over to the debris and started pulling it off of him. Otto held no remorse for him, instead only going over to Becks body and picking it up, wrapping it gently with his metal arm.

"…I'm sorry, friend," He said quietly, taking his deceased ally and heading for the front door.

Just as he reached for the handle, Izuku came charging at him with his left arm powered to 5%. When he leapt into the air to strike him, Otto just swatted him away and watch him hit the wall, dazing him.

"You're out of your league," Otto stated, "Go back to school."

With nothing more to say, no more energy to spend, he left through the front door and vanished into the night.

"Midoriya!" Kendo called out, "Help me with Peter!"

Izuku looked between her and the door, and groaned in pain as he got to his feet only using one arm. He wasn't much help, but he did his part to remove the debris from Peter's body. Once freed, they carried him by the arms through the front door, just as more debris had falling from the ceiling, causing the fire to only grow larger.

…

On a roof far from the auction house, Lumina sat with her knee's close to her chest. Her helmet was off, set aside so her tears could run free. Her comm also laid on the ground next to her, too emotional to listen to Otto's voice, hearing the grief in his tone. Just when things seemed like they were going her way, it all crashes into the ground. They recovered the Infinity Gauntlet, redecorated the warehouse, and Otto even confessed to her, feelings she thought about returning once the mission was over. Then, because of their bonds, Quinten made the ultimate sacrifice.

She was closer with Otto than she was Quinten, but she still cared for him. He stayed by her side when the League of Villains recruited everyone else, all of which she hasn't heard a word about since. He gave his life for Otto, not for the mission, but for his friend. If she had only been there, she could have saved him. Instead, she chose to be a coward and watch from afar, too afraid to show her face or cause trouble. All that remained of him was the empty suit in the warehouse, a reminder of what she had done, even if she didn't pull the trigger.

In her eyes, she might as well have.

Otto's broken octo arms settled behind her, retracting as best they could, once they put down Quinten's body. She slowly turned around and crawled to him, not bothering to get to her feet. Her hand brushed across his face; eyes closed peacefully. She began to bawl her eyes out, pain running her over like a truck. She picked up his body and cradled his head on her chest, wishing by some miracle she could feel his heartbeat, but there was nothing.

As she cried, she could only whisper how sorry she was. She had dragged Quinten and Otto into her crusade, wanting to control life and death and be the hero she thought Pro's failed to be. She connected with them, but now part of that connection was severed. It felt as though something inside her died as well, an emptiness now taking shape. She had no time to be angry yet, she was still so full of grief.

Seeing Quinten in her arms, blood on his chest and on his face, it reminded her of the ones she had lost. Holding them in her arms, feeling as though she had failed them. It was happening all over again, because she saw him as her family, almost like a brother in fact.

To Otto, he had lost a friend.

"I'm so sorry, Quinten …" She whispered again, her voice cracking, "I'm so sorry …"

She gasped for air as she ran her fingers through his hair, her horror only growing worse with each passing second.

"…We can bring him back," Otto said, cold and monotone, holding up the Mind Stone in his hand and tossing it to her side, "We're one step closer, together, we'll find the rest."

She thought hearing that would make her feel better. Instead, she was suddenly filled with rage, a painful ringing in her ear like a scream originating from her brain. Her stare became blank, then angry as she tried to hold it back.

"…What if we can't get them?" She asked quietly.

"We will."

"What if we _can't_?!" She shouted at him, still holding Quinten's body on her lap, "What if this was all for nothing?! What if the stones don't do what we want them to?! What if we fail and …dammit Otto! Just- goddamn it!" She gasped and choked on her tears.

"We won't, I'll see to it," he said monotone once again.

He extended one metal arm and tried to reach for Quinten's body. She held him close at first, not wanting to let go just yet. He persisted and wrapped the metal arm around him, lifting him into the air.

"I'll find a place to preserve his body until we can bring him back," He said, turning around and immediately walking away, "Don't lose your head, Lumina."

She had no response for him when he took Quinten away, only feeling emptier now than she had before. Her arms shook in torment and her mind raced at high speeds. A thousand horrible words came at her at once, screaming and shouting and begging for who watched from above to give her mercy. It came to a point where she whispered 'please' to herself over and over again, hoping someone would hear and answer her. She was more alone now than she ever had felt, even with Otto still around. He was right about one thing; they could bring him back if they had the stones.

And she knew someone who had two of them.

…

The dust had finally settled. Police and firefighters arrived quickly and found Tombstone unconscious in the alleyway. Kendo was down there with the officers, explaining that she had seen Tombstone start the attack, yet she said nothing about being a part of the fight. The officers she spoke to didn't know her, so they didn't ask as many questions concerning why she was there. With her as a witness, Lonnie Lincoln was arrested.

The police officers cuffed Tombstone and lifted him off the ground just as he regained consciousness. His face was stern, glaring at Itsuka Kendo as he was brought to the car. Just before they could open the door and put him in the back, he called out "Hey" to Kendo, who turned around to face him with a heavy heart.

"…Hell of a right hook," He grinned, "Can't wait for the rematch."

They shoved him into the car and quickly drove off toward the station. Finally, it was over. Tombstone would be going away to prison where he belonged.

When only Kendo remained in the alley a hand dressed in red cloth appeared next to her. She smiled with a blush, taking ahold of his arm with both hands. He slowly began to lift her up, moving backwards on the wall and toward the roof. Her eyes, rather than on the ground, were on the brave man pulling her up. When she reached the top, she wrapped her arms around him as he pulled her away from the edge. Even after she was safe, she didn't let go of him. His mask was off, and she could only stare into his beautiful brown eyes.

"Hey," She said quietly.

"Hey," He whispered back, "You had my back tonight …I guess I owe you another one."

"That's at least two now, you're gonna have to start paying up on these soon."

"Oh, am I?"

"Duh. Aren't always going off about 'great power' and 'responsibility'?"

"That _is_ my signature catchphrase, yes."

Her instincts were telling her to lean in and just do it, but anxiety was holding her back. She hadn't felt the same as she did around Peter, so powerful and brave. It made her forget about the bad things around her, about the people they fought, the one who died in the process. His presence was calming, and made her feel safe and protected, as if nothing could ever hurt her.

As hard as she fought it, she finally fell for him.

Izuku cleared his throat, standing only a yard away from the pair. Itsuka let him go in a blush of embarrassment, poking at her cheek and turning away. Peter held the back of his neck and coughed to break the tension.

"What happens now?" Izuku asked.

"Now? …I don't know," Peter said, hands on his hips, "We couldn't get the stone, but at least we stopped Tombstone," he did a doubletake, "…that feels weird."

"What does?"

"Saying 'we'. I haven't really had anyone helping me like this before, minus Kendo once or twice."

Silence formed between them. Unknown to Peter, there was something the other two wanted to say, something that occurred when the Mind Stone came in contact with them. Now that the danger was passed, they knew this was the best time to bring it up.

"…Peter," Izuku began, holding the top of his broken arm, "When we, uh …when we all touched the blue stone …something happened."

"… I thought you guys were ok," he said in a panic, "What happened when you were affected?"

"I …I saw some things," He looked to Kendo, "I think she did too."

"Yeah …I did," She agreed, "We saw …you."

"What do you mean _me_?" Peter asked.

Unsure of themselves, they traded glances to see who would start explaining first. Finally, after a long silent debate, Izuku was the first to confess, "It's like we saw …your memories. I could feel what you were feeling in each of them, like I was right there for the whole experience, feeling your emotions and hearing your thoughts. It started at this prison of some kind, and Green Goblin was there. You were fighting him, and I saw all these stones …then…"

"Then you were transported to Japan," Kendo added, "You fought the Rhino, got into the school …there were so many flashes of memories leading right up to now, things we weren't there for."

A wave of confusion and panic swept across Peter. He was thinking of everything that had led up to this point when he grabbed the stone. Had they read his mind when they came in contact? How much had they seen before he let go?

"What we're trying to say Peter is …" he hesitated, looking at the ground with uncertainty, "I …I think we know everything now. Why you hide so many secrets …"

"Why you lied to the police …that you felt you were alone," She stepped forward, trying to give him comfort, "That …that you're from the Multiverse."

He could only stare at them as tears quickly fell from his eyes. His heart dropped in both utter panic, and utter relief. Finally, after all this time, his secret had been revealed. He didn't need proof, or time to explain everything. They had read his mind, felt his feelings and heard his very thoughts. All the proof they needed was inside their heads. There was no more lying, not to them, not about this. He stumbled back, trying to find something to lean on but found nothing he could give his weight to. Instead, Kendo had given him her own body to lean on, stepping forward and holding him by the hips.

"…You know?" Peter questioned, "…Everything?"

"About how this …Doctor Strange guy is trying to find you," Said Izuku, "How you stayed in the school for protection. How you're looking for the Infinity Stones. It was like watching a movie, but …feeling everything at the same time. I almost didn't believe it, had it not been for how I could feel your frustrations, your fears, your worries that someone would find out. You were so …so scared."

"…I wanted to tell you for so long, Izuku …Kendo," He cried, choking on his tears, "Without proof, no one would have believed me …I didn't want to lie, I swear …"

"We know, Peter," Kendo reassured him, "We know everything …hey," She pushed his chin up gently, wiping his tears away and looking into his glossy eyes. Peter couldn't help but sniffle as he tried to fight the effects of his tears. She then pressed her head against his, their noses almost touching, "It's ok, Peter," She shushed him, "It's ok."

Izuku put a hand on his shoulder, trying to give him a brave smile.

Finally, he could stop hiding behind his mask.

Peter pulled them both into a strong hug, surprising them at first though they went along with it anyway. In the past month he had been here, he hadn't been as happy as he was now. Even if it was just the two of them, he no longer had to keep his secret 24/7. Finally, he could tell them everything he wanted to from the very beginning, and trust them with thoughts and feelings he couldn't before. They may have lost the mind stone, but they gained something strong in exchange.

"…What do we tell the police?" Kendo asked as they each broke from the embrace, "They're still looking for you after you were taken. Without proof, there's no way we can just tell them the whole multiverse thing."

"And _now_ you know what it feels like to be me," Peter stated, "This has been the big issue for so long, and it's only gotten worse each day. I could go back and finish the interrogation, but I don't know what else I can say to avoid the topic. Even if you two came in as witnesses or something, it still wouldn't work."

"There must be something we can do!" Said Izuku, "There is no way we're letting you go to jail!"

They bickered back and forth about what to do, trying to come up with a solution that prevented Peter from facing punishment. Despite his good intentions, a trial was likely after everything he had done. He suggested that his good intentions with a well experienced lawyer might be good for him, but considering his false records, it would still balance out, if not tip the scale in the wrong direction. Every solution they came to lead back to prison, long or short term.

His spider-sense could only earn him so soon before he heard the sound of helicopter blades, followed by winds pushing to the streets below. He looked behind himself and found that a helicopter with a search light was making their way toward them. It was a police helicopter, with armed men stuck to the side.

"We gotta hide," Peter ordered, grabbing his friends and running them over to the edge of the building. Once there, he leapt down and bounced off the walls, making sure they both got safely to the ground. The helicopter passed overhead, the searchlight just missing them.

"If they see you in costume, they'll know you broke the law," Izuku reminded him, "You gotta take that off and turn yourself in, they'll understand since you were captured."

"Yeah …yeah," Peter wasn't confident in his words, a string of thoughts forcing their way into his mind.

"What are you thinking about?" Kendo asked.

"I'm thinking we need to keep moving," His eyes trailed the copters flying overhead, "If I'm spotted in costume, I'll be arrested. If either of you are found with me, you could get a similar punishment. I don't want you two to get wrapped up in all that because of me. You should get home where it's safe."

"What are _you_ going to do?"

He didn't quite have an answer for that. Frankly, he had no idea for sure. Checking on where he hid the Reality and Power stones were one possibility. After that, perhaps going back to the police station to inform them he was safe. Of course, that would only lead back to a cell for further investigation. At this rate, going through the judicial system will only slow him down to a crawl when it comes to the stones.

"…I've been slowed down from finding the stones because of having to keep my cover. I wanted to keep myself safe, but it hasn't been working as well lately. I love going to the school, being with my friends …but I don't think I can maintain my cover anymore, not with the police in my back. I think it's time I come out into the open and do things my way."

"...You want to go rouge," She realized, "The police …the Pro Heroes …they'll hunt you down."

"I can't keep living like this, wondering day in and out if my cover is in the clear, hovering around the rules just to keep out of jail."

"Peter, that's insane! You can't just run away! Not now! Not …" she held back her tears, "not …not without …"

He cupped her cheeks, stroking her bangs to the side, "I can't wait for the world to understand, Kendo. I can't waste time under house arrest until a trial takes place. By then, they could have all the stones, so I have to fight back."

"Peter …" Izuku jumped in, "What about May or mom? What about our friends in class?! You can't abandon them!"

Peter winced at that thought, knowing full well the people he'll hurt if he makes this choice. Despite this, he knew he still had to make it. All the lying and hiding was only building a tower he knew would be taken down. It was becoming harder now with his cover, not easier.

"I love you, all of you," He said to them both, "That's why you have to let me go."

More search copters started flying through the city, looking for whoever caused the explosions. Eventually they would find Peter by accident, and it would only go downhill from there.

"Izuku …" He put his hands on his shoulders, "Remember that promise you made me? You promised me that if anything happened, you would take care of May. Remember?"

"…Yeah."

"This is it. You need to own up to that. I can't protect her anymore; it's up to you to keep her safe for me," he was crying too now, trading tears with one another, "When I stop Lumina, I'll come back for her, but you have to promise you'll protect her."

"Peter, don't do this! We'll find another way-!"

"There is no other way! None that won't end in time being wasted! Lumina has two stones now, I have two, which means two more are out there somewhere ready for the taking. If I wasn't taken, or at the precinct, I could have stopped Tombstone sooner, or saved Beck, but I wasn't."

"Beck …wasn't your fault," Kendo muttered, holding one arm close to her body, "None of this is your fault, you shouldn't have to runaway just to save everyone!"

"You've seen into my mind, Kendo. You know what's at stake. You know what Lumina could became and do with those stones, and I can't let that happen. I also can't let either of you ruin your futures as heroes for my crusade."

"But-!"

"Fighting by your side tonight was a dream come true," he smiled sadly, "But to keep you safe, it can't happen again."

Izuku rubbed his broken arm, ironically not feeling as painful as what he was feeling _inside_. All he wanted tonight was to protect his friend. Now, he was asking him to let him go, to watch him run away and this time not to chase him. Seeing into his mind, his past, he knows what's at stake and why he can't tell the police or Pro Heroes. That doesn't make this fair, not in any way.

"…What do we do now?" Izuku asked.

"I go and grab my gear where I hid it, then …I leave," He said with sorrow, "I don't know where I'll go, but I'll figure it out. I just need you both to promise me what happened tonight stays between us," He put a hand on each of their shoulders, switching between eyes to look into, "It's for your own safety. Promise me."

They were both hesitant, but knew what needed to be done. Peter couldn't tell the police anything, he couldn't maintain his cover. All he could do now was fight, damn the rules to hell where they belong.

"…Ok," Kendo softly whispered, crying some more and giving him a massive hug. Her tears fell onto his back, and he felt them drip down and stain his suit. Of all the people to leave behind, Kendo and Midoriya would be who he'll miss the most. Izuku was his roommate, his friend and family, who he shared so much with and connected so strongly. As for Kendo, he felt magnetized to her, as if their fates were intertwined with one another from the very beginning. He didn't want to let them go, but he had to, because he loved them.

"Izuku …" he eyed him while still holding onto Kendo, "Do you promise?"

Keeping secrets was something he was used to, having to keep the origin of his quirk quiet from his friends and family. Keeping this from All Might, however, that would be the hardest thing to do. He was his mentor, and a father figure should he ever admit it. Lying to him felt wrong, as if betraying everything he had given to him.

Yet, he nodded and wiped his tears away.

"Thank you, both of you," He hugged them both tightly, wrapping his arms around their shoulders with their heads touching, "I won't be gone forever. I'll try and come back."

"You better," Kendo scolded, "I don't want to lose you …"

With a hand on her cheek, he smiled and wiped her tears away, "Never."

The goodbye finally came to a close, and Peter backed away from his dear friends. With his mask tightly placed around his head, he gave them one final goodbye, before running up the wall of the building, and vanishing onto the rooftops.

Izuku stood close to Kendo, wanting to share in the grief they were both experiencing. It was hard to see him go, knowing they wanted to help. But they had to make true to their promise, to continue without him. What they were going to tell everyone was an entirely different story, one they would have to come up with quickly. They best they could do was say he was still missing after the kidnapping, but that wasn't any better. No matter how they spun it, he was still gone in the end.


	33. Lies in the Darkness

It hurt to leave his friends in that alleyway, especially after they found out his greatest secret. It would have been nice to talk to them more about it, but he needed to keep them safe. His own emotional needs didn't matter, not with what was at stake. He needed to keep moving forward, despite missing what he was leaving behind.

His back backpack with all his gear was close, but still too far away for his liking. Getting out of hos costume and into better cloths would make hiding a whole lot easier. Moving around with the copters in search mode was still difficult, but he managed by hiding between the alley's and only moving when he thought it was safe enough for him.

Spider-Man stopped at the end of an alleyway when he heard voices. He carefully peaked his head out and saw Pro Heroes there, talking just after dealing with a fire. Most of the explosions had been dealt with now, thankfully, but this also meant heroes would be back on patrol. Getting past them would be no easy feat.

"…What am I doing?" he whispered to himself.

His mind travelled to class 1-A, and all the friends he made in his time there. Tenya was still grieving for his brothers' injuries, now he couldn't be there to comfort him. Momo still felt useless because she lost at the festival, and he couldn't be there, telling her how wonderful she was. Mina will be heartbroken; they'll never be able to watch that sci-fi romance movie he promised to come over and see. It hurt more than anything to abandon his friends, but at this point, it was the only way to keep them safe.

He had to let them go, even if they hated him for it.

Cold metal was suddenly shoved in front of his neck, just barely touching it. From the corner of his eye, he saw it to be a blade, one that he recognized well. His spider-sense finally rung, just a half second after the blade had suddenly appeared before him. Every nerve in his body said something was behind him, but he didn't need a spider-sense to know that.

"Where is the Mind Stone?" Nightmare said, the blade hovering around his neck with the other hand on his shoulder.

"I don't have it," Spider-Man kept still as not to provoke the killer, "Go bother some other hero in tights."

"Don't test me," He said, pushing the blade closer, "Or I'll hunt down and kill your whole family."

"No, you won't. No one is paying you."

"I kill either whoever I'm paid to, or whoever I think deserves it."

"You can stop now. You aren't going to get paid anymore, Tombstone was arrested half an hour ago."

His grip on the blade tightened, adjusting his position to the arachnid, "I'm not doing this for _him_ ," he growled, "Where is it?"

His speed was likely already recharged now, so making a move on him wasn't going to work or he'd just get sliced up. If he wasn't working on orders from Tombstone anymore, then why was he still doing this? Was he working for someone else, or did he have his own agenda?

"Do you see pockets in this suit?" Spider-Man waved his empty hands, "I got nothing, lucid loony."

Nightmare examined Spider-Mans suit, checking to see if he was telling the truth. He used his free hand to pat him down, and found the belt he wore under the torso of the suit.

"Nice try," he said, lifting up part of the torso of his costume and looking into the belt's contents. All he found were web pellets and other gadget parts for his web shooters, which he didn't even have access to right now.

After checking all the pockets, he lifted the torso piece back down, groaned in annoyance, and backed off with the blade sheathed to his hip. Spider-Man hadn't turned around before hearing him try to walk away.

"Hey!" Spidey said as he turned around, "That's it? You threaten me and just leave?"

"Hm …yeah," He bluntly said, "You're no use to me. Tombstone was arrested, meaning I'm no longer getting paid. I only kill either those I'm paid to kill, or people who've wronged me. Be glad you don't fit in either anymore."

"At least tell me why you want the stones. I'm sick of the whole 'I'm a brooding back guy so ill never talk about my motives' persona. Save me and everyone the time, please."

Nightmare let his head roll around on his neck, annoyed by his persistence for something so small as a motive. Heroes always needed a reason, a specific thing to tie down the motivation so they can have something to pin on them. For him, it wasn't that simple. There is no one event that motivated his actions, it was a multitude of painful memories and torturous rounds of the clock.

"Pain," He said, "What other reason would someone have?"

Spider-Man jumped into the air and landed in front of Nightmare, keeping at least a yard of distance between them. He would need at least a second to react to the use of his quirk if needed. He wasn't going to let him leave knowing how dangerous he was.

"Heroes," Nightmare sighed, "always thinking too small," with the push of a button on his belt, a timer started ticking from it, "About three blocks down from out the left of this alley, you'll find an apartment building with bombs strapped to the bottom of the structure. You have about 5 minutes to do something about it."

"I thought you didn't kill innocents!"

"I don't," he walked past him, "So you better save them."

After Nightmare dashed away, Spidey wasted no time rushing up the wall and onto the rooftops, leaping through the air at great speeds. He was tired from the fight with Tombstone, but continued to push himself despite how his muscles screamed at him. The night was just never going to end, not until every last player was off the chessboard. He hoped Nightmares schemes would be the last issue to prevent before he could finally let himself rest.

Landing on the street and giving nearby civilians a heart attack, he found the only apartment building for a few blocks in that direction. Getting closer to it, he immediately spotted about five bombs attached to the buildings support structures on the outside. The timer was set at 4 minutes and fifteen seconds, not enough time to evacuate everyone inside. He would need to disarm the bombs manually.

"Everyone, get clear!" He shouted to those traveling on the sidewalks and street.

Kneeling down to the first bomb, he opened up the casing and started to mess with the wires. Normally he could just rip the bomb off, web it up and throw it high in the air for a controlled explosion. A feat like that was unfortunately impossible without his web shooters, so he needed to get smart about things. It took him an entire minute of his time, but eventually he was able to disarm it. Thankfully, he's had some experience with bomb threats.

Knowing what he needed to do now, he rushed to the next bomb and repeated this action, which also took a minute. This repeated for the others as well, until he disarmed the fourth bomb and noticed he only had 15 seconds left. The last bomb was in the back of the building, sitting on the bottom center of the wall. He ran as fast as he could, ignoring that he hadn't the time to disarm it.

Just as he came into view of it, the bomb reached zero and exploded, destroying the bottom piece of the walls structure. With it, a good amount of the front of the first floor had gone as well. Everyone in the streets who stupidly stuck around screamed in a panic, calling police and Pro Heroes on their cellphones to come and help.

With a major support set now lost, the entire building had started to topple over. People inside had started screaming in horror as they didn't know what to do.

"No!" Shouted Peter as the building began to fall forward toward the civilians in the street. He rushed as quickly as he could, sliding onto the street and holding his arms up just as the wall came down on him. His super strength had managed to stop it just before it could smash into the ground. Surprisingly, it remained intact, which hopefully meant the people inside were ok. Still, even with his strength, he couldn't hold the wall forever.

"Get out of here!" he grunted, nearly losing his grip on the building. The civilians on the street started running away in a panic, but he could still hear the screams of the people inside.

His feet cracked the ground below him now as he put everything, he had into keeping that wall up. He pushed it up further and further, moving forward with it as he did. Cracking and falling debris made him stop as he realized the walls weren't as stable as he hoped. If he moved any further, everything would come apart.

Just when he thought his muscles were going to fail, the weight of the building suddenly became lighter. The wall started to hover over his hands and lift back into place. It hadn't done so itself, rather someone else had started pushing. He looked up and saw two massive hands pushing on the building, grabbing it by its front corners and leaning it back into place. Her shadow overtook his entire body, though her eyes remained focused on the collapsing complex.

By his feet, tree roots had started moving across the yard and to the back of the building. They took root where the explosion had hit and filled the gaps in the support structure. By this point, Spider-Man had fell to his knees in exhaustion and just watched as two familiar heroes took care of the problem.

When the roots were in place, Mt. Lady was able to let go and catch her breath, laughing only for a second before she locked onto the young arachnid hero. Quickly she shrunk down to normal size and jogged over to him, kneeling down and holding him by his shoulders.

"…Mt. Lady?" He asked.

She nodded to him, giving him a warm hug in thankfulness that he was safe. That was the main thing on her mind; that he wasn't injured from the experience. She hadn't even thought about why he was here or what he thought he was doing. Kamui, on the other hand, was the opposite.

"You've got some things to answer for, kid," Kamui spoke in regret. He honestly liked the kid a lot, and admired his determination and inner strength. That said, he had been breaking the law according to a recent source, and that was unacceptable.

"Kamui, give him a minute!" Mt. lady demanded, holding him tighter against herself.

"We can't," Another voice called out. Spidey now noticed that a few police cars were parked around the streets, with barricades keeping civilians out. They must have moved in while he was distracted from keeping the building aloft. The voice in question came from Detective Naomasa, and he didn't look very happy.

"Peter Parker," Naomasa called out, "I'm sorry, but you're under arrest. You have the right to remain silent, anything you say can and will be used against you."

"Under arrest?" He questioned, "I didn't fight any villains! I just tried to save this building!"

"We both know that's another lie. The drug dealer Tombstone was just arrested, and he was pretty chatty on the way to lockup."

Tombstone, of course. In one final effort against him, he had told them everything about how Spidey had fought him. Even with him in cuffs, he still proved an issue for him.

"He said you were there to fight him, along with two others he didn't describe. Right now, though, our focus is you. You used your abilities to harm a villain without having the right to do so. We have no choice but to place you under arrest."

Mt. Lady didn't like what she was hearing, but she knew it was the truth. He had done something he shouldn't have, and some form of punishment had to be done. Then again, she felt horrible for how much he has been through recently, and this was only adding to it.

Spider-Man escaped her grasp and slowly stood up straight, almost losing his balance on his right side.

"Kamui Woods," Naomasa called out, "Handcuffs."

Kamui nodded and pulled out a pair of handcuffs. He stepped forward, and immediately Spider-Man stepped back.

"Kid, don't make this hard," Kamui asked.

He clenched his gloved fists with his gaze locked on Kamui. If he did 'the right thing' and turned himself in, it would do no one any good. Above everything else, helping others was his priority, even if it harmed him in the end.

"I'm not going," He stated, backing up again, "I'm sorry."

In response to his resistance, many officers put up their guns with the safety off. He stood his ground in spite of them, refusing to move any further back despite how fast his heart was pumping.

"Cutie …" Mt. Lady whined, "Please don't do this. I know you've been through a lot, and I really wish I could make this go away, but you have to face this."

"Naomasa!" Spider-Man called out, "I told you about the stones. I told you what was at stake, so you need to understand why I can't go with you. Your Pros won't get it done, not with their focus being on their careers, looking good, making money and keeping up their reputation. You don't know what you're really up against and you may never know. That's why it has to be me who fights against it."

"You can't decide that!"

"Believe me, I want people to fight with me. I want others to help, but the few heroes who see their power as responsibility are teaching at U.A. I won't wait for the worlds approval anymore, and if that means becoming a fugitive …" He opened his arms out wide, "Then that's what I am. I'll be whatever I have to be if it means keeping others safe, may God damn my _own_ safety."

His words moved her like they always have. His heart was strong and immovable, as he truly felt what he was doing was right. He really believed that breaking the law was the only way to keep people safe. Perhaps it was, perhaps this was the only way and he could see it. Despite this, she still didn't do anything to defend him.

"If you do this …You can't go home to your family," Mt. Lady reminded him, "Your aunt, your foster family, your friends …what happens to them?"

"They are strong. I have to put my trust in them, as I hope you can put in me."

The officers tried to move closer now, their fingers on the trigger in case he tried to move. Mt. lady moved out of the way so she wouldn't get shot, yet still worried about any bullets flying in his direction.

"Stop resisting!" Yelled Naomasa, "Don't do this, Parker! You can walk away! Go on trial and cooperate!"

"By then, it'll be too late!" He cried, "I can't wait any longer! I have to be the hero I know I can be, no matter the consequences! That's who I am, it's who Spider-Man is!"

"…Mt. Lady," He turned to her, "Restrain Mr. Parker."

Mt. Lady didn't want to fight him, she didn't want to treat him like another criminal. He was a good kid, and a greater hero. She wanted to spend more time with him, to feel what it was like to take care of a son. She wanted to teach him how to be a better hero.

Perhaps he already knew everything he needed to.

His gaze locked with hers now, regret steaming off both their bodies. They were passed the point of no return now. It was only going to end one of two ways, both with the same starting point. Someone had to strike first whether they wanted to or not.

"Peter …I am really sorry," She whimpered.

"I know, it's ok," he smiled under the mask, "Do what you have to do, and I'll do the same."

With a tear in her eye, she made the first move.

Mt. Lady grew and tried reaching out for him. When her hand came close enough, he leapt forward and dived between her fingers, rolling onto her palm. He ran up her arm and jumped toward her face, landed a punch square on her massive cheek. She hadn't expected the attack to be so strong, feeling about as powerful as a normal punch at her regular size. Off guard, Spidey kicked off her face and sent it to the ground with a loud thud, flying through the air as officers began to open fire on him.

He used his spider-sense to dodge the bullets by twisting through the air. His movements were fluid, but some bullets still managed to graze him. Landing on a police car, his foot smacked the nearest officer in the face and made him drop his gun. No one continued firing now that he was so close to them. With this to his advantage, he leapt around and took everyone's gun, tossing them all to the side when he was done.

Kamui tried to stop his movements by plantings roots into the ground. The roots were unable to keep up, just missing his feet every time he touched the ground. Dodging another one, Spidey soared toward Kamui and flipped over his shoulder, throwing him over his own and watching his body slam into the street.

Mt. Lady got back up and tried reaching again, but he dodged to the side as she swept her hand toward him. Despite his speed, her size caught up to him and smacked his back. He was sent flying across the street and crashing into the windshield of a car. Most of his body landed in the front seat with glass causing several cuts.

Officers approached slowly with their guns pointed. Spidey climbed to the back seat and opened the side door, and they began firing on his movement. Once out of the car, he used his strength to push it sideways and it acted as a shield for him. Officers continued to fire, and he could see Kamui's roots coming between their feet. He acted fast and pushed the car with all his might, sending it skidding forward and knocking the front officers over.

With a leap over the car he then used the officers as steps toward Kamuo, who he then again struck with the heel of his foot. Mt. Lady's fist came at him again and he made a quick jump. He had just barely missed her attack and rolled onto her arm, sliding off to the side and kicking it away. A stray bullet suddenly caught his arm, making him shout in pain and rush over to another police car and using it as a shield.

"You can't keep this up!" Naomasa said, "Turn yourself in!"

The officers, Kamui and Mt. Lady were closing in on him, and he was running low on stamina with how frequently he was moving. A final desperate attempt. He lifted the police car as it tilted away from his bad arm, and threw it at Mt. Lady. It smacked her in the face, dazing her long enough for her to fall sideways and disorient the officers. No one had gotten hurt, only shook by her impact against the ground.

In the moment of confusion, he leapt to the nearest wall and started climbing. The officers resumed their fire just as he made it to the top, and vanished over the rooftops.

"Get after him!" Naomasa shouted as the officers ran to their cars.

Kamui rushed to Mt. Lady as she recovered from the attack, shaking the dust off her face and out of her hair, "Are you ok?" He asked, "We gotta keep moving or he'll get away."

He'll get away, he said. They really were treating him as a criminal now. Nodding, she shrunk down to normal size and got to her feet. Running down the streets at a larger size would crush people, meaning they had to do this the old fashion way.

…

The sound of police sirens was rather unsettling for Spidey as he sprinted across the rooftops. Never has he missed web swinging more than he did now. No matter how fast he seemed to run, they continued to keep up with him. Without his webs, he couldn't outrun the police or Pro Heroes should they bring others in to catch him.

He was a full-blown vigilante now, fugitive status and all.

His spider-sense sounded once more, and he rolled to the side just as a figure crashed down next to him. When he recovered, he managed to get a good look at her. She wore a costume that somewhat resembled a bunny, including her metal feet. She stared him down with a huge grin on her face, like she had already won before this even started.

"No where left to run, kid!" Miruko spoke confidently, "Heard the police were in some kind of chase, I figured I'd get the job done faster. Didn't expect to see a kid, though. Gotta say, you're pretty gutsy to take on the police force."

"Hey! They struck first! I call that police brutality!"

"You haven't seen _brutal_ yet."

She couldn't use her stomping technique, or risk tearing down the building below their feet. Instead she rushed forward and slashed her leg at him. Her speed and strength were incredible, striking him in the side before he had the time to dodge it. The blow sent him off the roof and down to the street. Instinct made him want to shoot a web, but he hadn't the gadgets for it, so instead he crashed shoulder first into the street.

He growled in pain as his shoulder dislocated, gritting his teeth together from the agony. Miruko landed on the street with her hands on her hips, a smile on her face. She assumed it was over now and that she had easily beaten the criminal like she usually did, so she didn't even bother to approach and keep him down.

"You should have thought twice before running, red," she mocked, "Stay down till the police get here."

Surprise overtook her when Spider-Man stood right back up, grabbed his shoulder firmly, and popped it back into place. He grunted from the pain and stood perfectly still until it had completely settled in. Perhaps this was going to be more of a challenge than expected, she thought.

She jumped at him again the same way as before. This time he was prepared and ducked his head going the same direction as her kick. He flipped on his side, performing a cartwheel without his hands. The entirety of his foot came crashing down on her face, throwing her off balance. When he landed straight, he charged forward and threw a punch to her gut. She was surprised by just how strong he was despite his age and size.

The two continued to trade blows, Mirukos being more brutal than his own. When she struck with her foot, he felt the hard metal smack against him, earning a bruise each time. When she threw a side kick, he caught her by the ankle and twisted it, making her spin and fall onto her back. He went to web her down, but again realized he had no web shooters. She took the moment to push off her palms and kick him straight in the chest. She had knocked the wind out of him as he fell to the ground rolling onto his back. He gasped desperately for air, yet waisted no time before getting back up.

"You're a tough one!" She gasped, "I like you."

His fist was shaking, clenched from sheer rage yet it felt as though he could squeeze no further. The bones of his wrist seemed to show pushing on his skin. With a battle cry, he dashed forward at her as she prepared to kick him away. When she threw her hook kick, he leaped over it and slammed his fist into her face. The impact sent her crashing down into the street and breaking it into a small crater for her to lay in.

Knowing it wouldn't keep her down for long, he jumped back to the rooftops and kept running. As she got to her knee's, a car pulled up next to her. The window rolled down and showed Kamui driving with Mt. Lady in the passenger seat.

"Mirkuo!" Kamui addressed her, "Hop in!"

"Screw you! I got this!" She shouted at him. Getting to her feet, she put all her strength into her ankles and leapt into the air after him. Kamui stepped on the gas and followed behind them.

His focus was on driving and keeping Spider-Man within eye shot. He didn't want to drive too fast that he accidentally crashes into someone. His passenger however wasn't as focused. She was silent with her eyes on her lap. The vibe she had been giving off didn't go unnoticed either.

"Something wrong?" Kamui asked her, keeping his eyes forward.

"I don't like how we're going after him," She spoke sternly, "He's just a kid."

"And you're a rookie, so you don't get a say."

Silence took the car by force. It was strange to see how she acted with Peter, when she was so different at every other time. She was over confident and loved the limelight, yet took her work seriously while also enjoying it. Her usually flirty popular girl attitude dropped with Peter around, like he brought out a side of her she didn't use often. Despite how she felt, he couldn't let that distract them from the mission.

Spidey's feet perched on the edge of a building as he took the time to catch his breath. He was much slower without his webs, making it near impossible to lose them. He was sweating within his costume, and panting with his hands on his knees. There was no way he could keep this up forever. If he didn't get away soon, they'd surely catch him. Originally, he was on his way to where he hid the stones, but he'd rather not lead the police force there in case they try to take them. They aren't safe in anyone's hands, barely even his own.

Sirens shook him with anxiety as they were on top of him once again. Miruko was leaping great distances and keeping up with his speed. She was going to be the toughest to fight out of all of them. While he could use Mt. Lady's size against her, and make use of his own speed against Kamui, Miruko was equal if not superior in both speed _and_ strength. In a one on one fight, there was a good chance he would lose. If he wasn't trying to avoid jail, he'd actually ask her for come pointers.

Just before he could start moving again, his spider-sense rang as something took hold of his mouth, torso and legs. It felt like an invisible force was wrapping itself around his entire body. It pulled him into the air and down to the ground in the alleyway. When it stopped moving him, he felt a pair of hands push on his back to stop him. When eh was still, he realized what was being wrapped around him.

Dark mist.

"Stay quiet," Overcast whispered, keeping her shadows over his mouth so he doesn't give them away. He was overrun with panic and confusion, immediately assuming she was here to arrest him as well on orders of the police department. He tried to break free but found her power to be too strong having caught him by surprise. He struggled and muffled through the mist, whatever he could do just to get away.

Strangely, she didn't move or say anything after capturing him. When the police cars started making their way past the alley, she covered them in a thin layer of shadow and stuck close to the alleyway wall. She wasn't trying to capture him; she was trying to hide him.

Once the police and Pro's passed by and continued down the road, she released the shadow blanket but still kept Spider-Man confined.

"I'm not here to take you in, Pete," She said gently as not to seem threatening, "I'm on your side. When I let you go, please, _please_ don't attack me, Ok?"

He knew she had to be telling the truth, otherwise why not just bring him to the police now while he was helpless? Finally letting himself calm down, he nodded in agreement. The shadows slowly vanished and let his body stand up straight. He took a deep breath once his mouth was clear, finding he could get enough air just through his nose after all the running.

"What are you doing?" He asked with utter confusion, "Why did you do that?"

"You're no criminal, Peter," She said, "I know you're only trying to do what's right, and I don't want you going to jail for that."

"…You protected me, despite the law?

"I care about you, a lot. We've been through so much together; I won't throw that away just because people don't like the kind of hero you are."

"How-how did you even get here so fast?"

"I have my secrets," She grinned.

He let his shoulders relax, taking slow breaths so his mind can slow down. Knowing that someone else, a Pro Hero, was on his side had given him comfort. While he can't simply go back to normal because one Pro is with him, it helps not everyone see's him as a criminal.

"Thank you, Mayume," He hugged her tightly. She could feel how he dropped his weight on her, telling her that he was extremely exhausted by this point.

"Let's get you somewhere safe, ok?" She asked as she broke the hug, "You can stay in my apartment for tonight, but we gotta move now."

"Just keep us hidden."

"My specialty."

The police were down in the other direction, but a few Pro heroes still searched in other parts of the city. Overcast made sure to keep them hidden in a blanket of shadows so they could blend in with the darkness of the alleyways. Keeping low to the ground, no one took notice of them as they moved between streets.

As they made their way across the city in secret, Spider-Man stayed mostly behind her. From that angle, he could see something strange about her pocket. It was hard to tell with the lights of the city, but it seemed like something in it was glowing. Was it her cellphone? Was someone trying to call her? Perhaps it was the police asking if she had found him. If so, thank goodness she was choosing not to answer.

Finally, they arrived at her apartment building. Using her shadows, Overcast lifted Spider-Man and herself up through the air until they arrived at her floor and stepped onto the fire escape.

"Give me one minute," She said, stepping inside. It looked dark from the fire escape; he couldn't really see anything. Shadows didn't bother her, as she likely was used to maneuvering through pitch blackness. It didn't take her long to grab a candle from the upper cabinets and use a match to light it, illuminating the kitchen and then the living room as she brought it in.

Finally, she let him inside to see the details of the apartment. The living room was small, with used furniture decorating the floor and walls. One window was broken in the corner, but otherwise it was fairly nice.

"Sorry about the lights," She said, "I didn't have enough to pay for the electric bill."

"I thought Pro Heroes made a lot of money."

"That money goes to many places. Don't worry, I bought quite a few candles."

She placed the candle down on the coffee table, and gestured him to take a seat.

As he took off his mask and sat down, she set up more candles around the room in their usual spots. Once she was done, she took a seat next to Peter and rubbed his shoulder gently, "You wanna talk about what happened tonight?"

Peter groaned in frustration, "Where do I even begin? First, I was tortured in the police station during interrogation, then I was kidnapped by super villains. When I escaped, I knew I had to stop Tombstone so I went and did that. Then I met Nightmare again, and he tried to blow up a building which I helped stop. Then, Pro heroes and police arrived to arrest me!"

"Quite the eventful day, huh?" She sympathized, "I'm sorry you're going through all this, Petey. You don't deserve all this pain."

"The villains took another stone. I failed to stop them, again."

"Do you _have_ any stones of your own?"

He looked at her, his face clearly saying he didn't want to divulge that information.

"Peter, you have to trust me, otherwise I would have just let them arrest you."

"How do I know you're not just trying to trick me into telling you where the stones are?"

She grinned, "So you _do_ have some."

"…Dammit."

She snickered, "It's ok, like I said, I'm on your side," She moved her hand to his, "Listen, I want to help you. If I'm going to do that, I need you to put your trust in me. Otherwise, you'll be out here all alone with a circle of trust so small it looks like a pizza bagel."

He snorted, feeling embarrassed afterword's since she laughed at it.

"I'm sorry, Overcast…Mayume. I need to keep that information to myself."

"Peter …" She seemed frustrated with his answer, choosing to stand up and pace a bit in front of the coffee table.

"Mayume, you have to understand where I'm coming from. I don't want the stones ending up in the wrong hands. Lumina is still after them, so I can't be near them too much or she'll figure out where they are. Hiding them was the best thing I could do once I had them."

"I get the logistics of it. I also really want you to trust me. After everything we've been through; the arcade, the courthouse, the festival; haven't we become …close?"

He rested his eyes and rubbed the back of his next, "Mayume … of course we are. I care about you a lot, too. It's not that I don't trust you, it's that I don't trust _myself._ "

"What do you mean?"

"I keep them away from myself because I don't want to screw up and lose them. I don't want to accidentally use their power again. With the stones I have, maybe I _could_ use them to stop Lumina but I don't."

"…Why not?"

"If I do, I might become addicted to the power, and I don't want that. I want to stay me no matter what happens, and not use them as a 'get out of jail free card' for life. It wouldn't be fair, and it most definitely wouldn't be right."

She seemed steamed now, actually getting angry at him, "What if it's the world not being fair, Peter? What if something happens and you want to make it right? Wouldn't using the stones power then actually be ok?"

"No," He shook his head, "think of it like using cheat codes in a video game."

"This isn't a game, it's-!" She stopped, taking a deep breath and letting herself relax.

The sound of sirens shook her, but they were very faint in the distance. Overcast walked over to the window and opened it, peering her head outside. She could see the police lights a few blocks down, but they weren't heading in their direction. As if her heart could take something like that right now.

The wind from the now open window came rushing in and blew out most of the candles, making it near pitch black in the apartment. Cursing to herself, she went to go and get the lighter. It was now, in the darkness and without city lights to get in the way, that he could once again make out the glow in her pocket he had seen once before. It was faint, but he made it out to be a purple color, illuminating from her pocket.

He knew only one thing that glowed like that.

She was distracted from getting the lighter so she hadn't seen Peter coming up behind her. With his quick reflexes, he snatched the object from her pocket and clasped it in his palm. She turned around, dropping the lighter in sheer panic. When she checked her pocket for the item, she found it was not there, but rather glowing in his hands.

When he opened it, he was met with the Space Stone.

"…Mayume …" He spoke with a shaking in his voice, "Where did you get this?"

"Peter, I can explain that. I-I had found it near one of the explosion sights. I was going to tell you about it, that's why I was asking about the stones-!"

"It couldn't have been at one of the explosion sights. Lumina was the last person to have this and she would never have let it out of her sight, so how did …you …"

The wind blew again, and the last few candles went out and turned the room entirely pitch dark, the only source of light remaining was from the space stone in his right hand. He stared at her as if the entire world just came crashing down. In his mind, puzzle pieces had started to form and take shape in ways he never thought they would.

 _"Do you ever wish you had more time with him?"_ He remembers Mayume once asking, recalling how her family was lost in a villain attack. She wanted them back so badly, because she knew they didn't deserve it. Her brother was only 9 years old, Afterall.

 _"I lost people, Peter, just like everyone else. I lost them and it was unfair. If I had the Power, Soul and Reality stones, I could bring them back with a snap of my fingers,"_ He remembers Lumina telling him. She lost people dear to her, and would do anything to get them back so they could live fair and full lives.

The final puzzle piece fell into place, and he could see the entire picture.

"…You," He backed up slowly, "…You're her, aren't you? You're… you're Lumina …"

His accusation clearly made the color drain from her face, almost making her want to give a nervous laugh. She tried to find something to say, something to defend herself against his claims. His face, his anger, it was shouting at her in a thousand silent languages. He had everything figured out, and she couldn't hide anymore.

With her shoulders dropped, her expression turned to that of cold sorrow. Her right hand lifted up and she opened her palm. Within it, a ball of light appeared and floated into the air, circling around them and leaving a light trail to chase it around.

"…I'm sorry, Peter," She said, her hand still glowing, "I'm just …sorry."


	34. Truth in the Light

_14 Years Ago, Earth 7-2014-7_

The young Mayume Aihara zoomed outside with excitement rolling over her back. In the backyard, a string was attached between trees. Across the string was cardboard cutouts of mean villain faces, specifically the cartoony kind. An older man and a young boy were waiting out there for her. The older man had tan-ish skin, glasses on his face, and was dressed in a type of jumpsuit. The younger boy looked almost identical to her, minus clearly being that of the male gender. The man was her father, while the younger boy was her twin brother, both of which looked very excited.

"I'm ready!" She shouted, jumping up and down next to her brother.

"Alright, settle down," Said her father, "Ok, whoever can hit the most targets wins. No cheating."

"Ok," Said her twin Daichi, "Tell that to Mayume first."

"Hey!" She pouted.

The two got into position behind the line their father drew in the dirt. They pulled their right feet back as if getting ready to run. Both their hands emitted a black mist, waving around as they fiddled with their fingers. There were 20 targets, and she only needed to hit 11 to win.

"Hey guys!" A younger voice called out from the back door. Her younger brother, Koji, waved as he came outside to greet his siblings. He looked a bit more like his father, lighter skin than his siblings but not by much. His hair was also a mix of brown and blonde rather than a full scope of just one. "Can I play too?" he asked.

Their father wanted to interject politely, explaining that this was something he physically couldn't do. Daichi, however, spoke ahead of him, "Sorry, Koji, but this is only for people who have a quirk."

"We're competing, you'd lose instantly because you can't shoot anything," Mayume stated, "You probably wanna stand back, K?"

Their immediate rejection of his involvement didn't do well to make him feel better. Instantly he started pouting, as if that was going to get them to change their minds, "Come on guys! I can still compete! I can throw rocks or something!"

"Rocks ain't gonna beat a bad guy," She teased, "Just sit back and watch us!"

Koji looked down with depressing eyes. His siblings did little to comfort him in his distress. He sat down a few yards to the left and watched as his siblings got ready to duke it out, getting more and more excited each second. Koji knows full well he was born without a quirk, and likely won't ever develop one, but he still wanted to do stuff with his brother and sister. They never included him because all they ever did together would involve their quirks.

"Ready," Their father started, "Set, go!"

The two began firing off shadow blasts one after another. Their aim was only accurate about half of the time, missing a good chunk of their first attacks. Daichi was the first to strike down one of the cutouts, claiming a point for himself. Mayume came next, striking down two points side by side before her brother caught up with another. They stayed neck in neck as they kept at the cutouts.

Mayume realized that she was going to lose. She had 9 points, same as him, with only two targets left. If she didn't strike them both down, she wouldn't be able to win. She saw her brother gearing up for an attack, and it sent her into a panic. They were kids, so of course she hated losing. Dropping the shadowy mist, a bright glow emitted from her arms, and she shot off two light blasts that burned down the cardboard. The targets were set on fire before they even hit the ground.

"Oop!" She cried out, covering her mouth in embarrassment.

Her father jumped up and ran into the house, knowing exactly where he needed to go to get what he needed. He came out only a minute later with a fire extinguisher, unhooking the end of it and putting the fires out quickly.

"Dad said no cheating!" Daichi complained, "That wasn't fair!"

"Your brother is right, Mayume," Said their father, "Shadow quirk only, so this goes to Daichi."

"Aw man!" She complained, slouching her back. She hated losing to her brother, who always seemed to be better with their shadow quirk. She was the only one of the three who developed a Light Quirk, but that was because of her different heritage.  
"Mayume," Her father approached her and put a hand on her shoulder, "You know how your mom feels about you using your Light Quirk. Try not to do it anymore, ok?"

"But it's my power! Why can't I?!"

"Your mom doesn't like it, you know that. I'm going to put this away and get us some drinks. Just try not to use it again." He left the three of them alone and went back inside with the fire extinguisher.

Koji chuckled in the back, catching their attention by accident. Mayume gave him a menacing glare, not happy with how he was reacting to her semi-scolding.

"It's not funny, Koji!" She yelled at him, "Stop laughing! I could have won easily if I could use my Light Quirk. It's not like you would understand that."

Koji stopped laughing, looking at her with saddened eyes. Again, when she needed a comeback, she would take advantage of his lack of power. Every time they had argued, she and Daichi brought it up as if it was the ultimate insult. He hated being powerless, but he only hated _feeling_ powerless more.

"You know what, Mayume," He got up from the ground and stood in front of his sister, "I bet without your quirks, you'd be just as weak as me!"

"No I wouldn't!" She threw back, "I could beat you even without them!"

In his anger, Koji pushed Mayume, "Prove it! I dare you to beat me without them!"

"Fine!" She shouted as she pushed him back. They weren't very skilled, so they only threw punches and kicks at one another.

Mayume managed to hit him in the stomach, and when he was kneeling down, she kicked him in the face. His nose was starting to bleed now, but he didn't care. He got right back up and tackled her to the ground, where they wrestled for dominance for some time. Finally, however, Koji managed top pin her down and restrain her hands.

She tried as hard as she could to push him off, but he was using his weight to his advantage. She pushed and she pushed but found that she couldn't budge an inch. Her legs kicked in rage but to no avail, Koji wouldn't move.

"Stop it! Both of you!"

The owner of the feminine voice rushed over and pulled Koji off of her sister, sitting him down firmly and ensuring neither of them tried anything else. The woman had dark skin, slightly darker than that of Mayume or Daichi, with pure blonde hair to go parallel. To keep either of them from moving at one another, black mist erupted from her arms and form two giant hands, keeping them at bay.

"What were you two thinking?!" She demanded, "What's gotten into you?!"

"She started it!" Koji accused, "She said I was weak!"

"He wanted to fight! He said it!" She claimed.

"Enough!" Their mother shouted, "Koji, go inside and tell your father to help you with your nose."

"…Yes mom," He said as he got up and walked back inside, holding his nose in hopes to slow the bleeding.

Her mother gestured to Daichi that they needed to be alone, and he went inside as well. Now it was just her and her mother sitting outside in the backyard. She looked so defeated, like all the talk she spouted got thrown right back in her face. She hated losing, especially now to someone with no powers.

"Why did you agree to fight him?" Her mother asked.

"He said I couldn't win a fight without my quirks! He said-"

"What he said shouldn't need to affect you so much, Mayume."

"But he doesn't get it!" She argued, "I gotta be strong so I can become a hero one day! He doesn't' even have a quirk! He'll probably become a builder guy like dad! He'll be super dull!"

"Honey," She rubbed the back of Mayume's head, "What's wrong with dull? What's wrong with being normal? Some people just want to live the simple life. They just want to grow up, marry, have kids and work. And that's ok if that's all they want. Out there are thousands of lives, all happening at the same time. One man just got a promotion, the other just got married. One woman just had a baby, another won a spelling bee. To each of them, their experience is their own. Not everyone has to be strong to be good."

"…But…"

"Your brother only wants to be close to you, because he thinks your amazing with your powers. To be a super hero, you have to have compassion and empathy for other people."

"What's empathy?" She cocked her head to the side.

"When you feel what another person feels, basically like putting yourself in their shoes. Try and understand how you would feel if you were him."

She pondered this, looking at the grass and twirling it around her fingers, "I guess I would be pretty mad all the time."

"So, that means Koji is …?"

"…Mad all the time?"

"And what would you want someone to do if you were mad all the time?"

"…Give me a hug."

She patted the top of her head and smiled. That smile then slowly faded away when another thought came to her mind, "Go back inside and clean up, ok?"

With a reluctant sigh, Mayume picked herself up and went back inside just as her father came out. He hugged his wife and kissed her cheek, looking back at the house where the kids were.

"She used her Light Quirk again, didn't she, Kioshi?" She asked.

"Ena, you have to tell her why you don't like it someday."

"How?" She asked looking him dead in the eyes, "How do I explain that? How do I explain that's her birth fathers quirk? She still thinks she got it from her grandfather or something."

"Yeah, she still thinks I'm her birth father."

"Hey," she cupped his cheeks, "I know I had the twins before I met you, but you are still their father, not the creep who took off without a goodbye. Koji is our blood too, as well as theirs. No matter what, we are their family. I just …hate any reminders of him."

"It's not his powers, though, it's hers," He reminded her, "Maybe you should tell her _that_."

"…Maybe you're right."

Kioshi held Ena in his arms as they stared at the house, admiring everything they've built together. She thought about how meeting Kioshi is what brought her life back together. Being a single mother of twins, she definitely needed help, and Kioshi was always there. It only made sense to marry him just in case he tried to go anywhere.

The night came and Koji was getting ready for bed. He was in his room slipping on his footie pajamas of his favorite super hero, even having an attractable mask on the back. Just as he was going to get under the covers, his door opened and scared him. Standing there was his sister, Mayume, with a sad look on her face.

"What?" he asked semi-coldly, the other half being unsure of what she wanted. Instead of a straight answer, however, Mayume walked up to him and gave him a hug, wrapping her arms around the mask of his pajamas. He was surprised, but found that he liked it and hugged her back.

"I'm just …sorry," She said quietly, holding onto him tighter.

Things between them changed for the better that night.

…

The weeks went by, and things seemed to recover between Mayume and Koji. She no longer chose to insult or make fun of his lack of powers. Whenever Daichi poked fun at it, she would even get a bit defensive. She always said to her parents 'I just said what I figured Koji would'. The talk about empathy hit home with her, and she gained a better understanding of what it meant to see out of someone else's eyes. She even did her best to include Koji in the fun and games whether he needed a quirk or not.

It was a nice day out, so the family decided they wanted to do something. Ena got everyone together with bug spray and sunscreen and got them into the car. Their plan was to go to the park for a few hours and maybe let the kids swim in the river nearby if the current wasn't too bad. They had their bathing suits packed separately in case it turns out they can't swim, but they hoped for the best regardless. On the way there, they kept talking about that they would do. Daichi loved the spot where you could leap from a high height into the river, and Mayume loved the swing someone had put there many years ago. Koji was happy to play with his siblings regardless of the activity.

As they were driving, they came upon an intersection that was blocked off by police barricades. Several police cars were parked in front of them, with their lights still on. An officer came to the window of the car and Kioshi rolled it down to speak with them.

"You gotta find a different route, sir," Said the officer, "There's a villain attack going on at this street."

"A villain attack? Is someone hurt?" asked Kioshi.

"We don't know, we're still assessing the situation."

The sound of screams came from the intersection as people abandoned their cars and ran. A thumping sound shook the very buildings around them. From the corner of the street appeared a large villain seemingly made entirely of mountain rocks forged in the shape of a muscular human. The officers quickly took out their guns and began firing, but found they had no effect on him.

"Get out of here, sir!" Shouted the officer as they drew their gun and joined in the fray.

Kioshi tried to go in reverse, but he didn't get far before a rouge thrown police van crashed behind them and blocked their path.

"Everyone out of the car!" Ena commanded. The kids quickly unbuckled their seatbelts and grabbed their bags of cloths, jumping out of the car and slamming the doors shut. More cars got thrown in their direction, and they ducked to avoid them. Ena and Kioshi pulled the kids away as the cars piled up, as if the villain was trying to be sure that no one got away.

"Mom! What's happening?!" Daichi cried, feeling absolutely terrified of all the loud noises around them. The other two were the same way, too afraid to act without their mothers' orders.

Ena looked around for another way. When she examined the pile of cars in front of her, she saw one of them, despite being upside down, had a clear shot to safety if they went through the back seat, "This way!" She shouted, bringing the kids over.

She opened the door of the broken vehicle, looking through to make sure it was safe, "Ok, we don't want to shake the car or the others will fall over," She grabbed Mayume by the arm, "One at a time, ok? You go first honey."

"But-mom… I'm scared," She cried.

"It's ok, baby. It's ok to be afraid, it'll be over soon. Just get through."

She looked to her brothers to see if they wanted to go first, but her mother was persistent. With tears still rolling down her face, Mayume slowly crawled through the back seat. She was carful not to get glass in ger hands, but still retained a few small cuts. When she reached the other side, she opened the door slowly and crawled all the way through.

"Ok, Koji, you're next," Ena said, pushing her son into the vehicle.

Mayume had just stood up straight when she saw him.

The villain had jumped into the air, ready to pounce on the pile of vehicles. Ena saw it coming and paniced, shouting at her to run away. Too afraid to object, Mayume bolted in the other direction, still looking back. The villain landed on the cars and crashed right through.

The impact caused the gas in the cars to ignite, and a massive explosion consumed the entire area. The boom sent her flying to the ground, scraping her knee and bruising her body all over. A loud ringing was all she could hear besides faint echoes of screams, sparks and fire. She felt herself coming in and out of consciousness, unable to get up from her position. It was a few moments before officers finally came over and grabbed her, dragging her away from the scene.

…

 _Present time, one month ago, Earth 7-2014-7_

Mayume, grown up and dressed in her casual outfit, plopped herself onto her bed. It was the dead of night, yet she couldn't get herself to sleep. She had just woken up from a bad dream, the same kind she has at least a few times every couple of months. She could never escape the memory of that day no matter how hard she had tried.

Not long after the explosion, she remembers waking in the hospital and being told everything was ok. It took a few hours before they were even allowed to tell her the fate of her family. Koji was in that car when it happened, so they didn't even find a body. There likely wasn't much left of him afterword's.

She had spent the last 14 years perfecting both her quirks, yet kept her ability to weaponize light a secret for all that time. Her mother never liked it, so she never used it out of sheer respect and love for the woman who birthed her. She excelled in her classes at U.A, and even passed the license exam on her first try. That was seven years ago when she graduated and became a Pro, seven years being the hero that could have saved her own family all that time ago.

Heaven knows others won't do it.

When she finally became old enough, she asked around about what happened the day of the attack. No one gave her a straight answer until she met someone at a news outlet. A reporter explained some horrifying details to her about the hero system. Sometimes, certain heroes allow villains to cause havoc for a few minutes before stopping them. That way, they seem all the more heroic when they finally put an end to them. The hero who finally stopped the rock villain only appeared a few minutes _after_ her family's death.

It was too much to dwell on, she needed some air.

Getting dressed into something warm, she left her apartment and walked outside onto the streets. She kept her hood up so no one would recognize her as Overcast, the name she had taken on due to her shadow quirk. The air was nice but the lights were bright on her eyes, which was ironic for her.

More lights seemed to turn on, hurting her eyes more now, "What the hell?" She complained, looking up toward the sky.

A large purple portal opened on the roof of a shop, closing just seconds after it dropped someone out of it. No one else seemed to notice except for her, not even the large thump it made. Curious, she ran into the alleyway and used her shadow quirk to ascend into the air and onto the roof.

On the roof was a strange figure she hadn't seen before. He was large and muscular, and his skin was completely green. He had pointy ears and piercing flaming eyes, no shoes to cover his giant feet. On his hand was some kind of gold colored gauntlet, with slots for something to be placed in, and only one of them was filled.

The creature was dazed and confused, trying to get his barring's from the sudden thrust through the air. When he was finally able to open his eyes, Mayume was the first thing he saw. She wasn't the person he assumed he'd see upon regaining consciousness, which begged the question; Where was he?

He looked around the roof, completely ignoring the confused woman before him. Just moments ago, a collection of stones was within reaching distance, but this was no longer the case. Wherever he was now, it didn't seem like the stones came with him. It wasn't so much panic that had swept over him, rather it was frustration.

Fed up with wasted time, he opened a portal using the stone in the gauntlet and traveled through it.

"Hey!" Mayume shouted, "Don't run!" In a flurry of instinct, she had jumped through the portal after him. The way down was dark and cold, a strange mist slamming against her face for the entirety of the trip. The green creature was far ahead of her, not fairing much better with the new experience presented to him.

They had both arrived in a strange location neither of them understood. They were in the middle of the desert, without so much as a road in sight for miles. The change in scenery disoriented her, almost making her lose her balance before regaining composure. How did they get here, she wondered? Where were they?

"I don't understand!" Shouted the creature, "The prison was right here! This is exactly where I was …unless…"

He eyed the stones again, grinning and then laughing uncontrollably, "Oh, I see. My collision with the boy sent us to another dimension. The little brat threw me off course, always persistent. I just need to think harder."

"Hey!" She waved her arms, smacking the back of his head with shadows, "Who the hell are you, and where is this?"

He turned around in annoyance, having now realized she was still sticking around despite his attempt to escape her, "I have no time for you, girl. I have important business to attend to. If you'll excuse me …"

He started to walk away from her, lifting his gauntlet into the air as the stone inside emitted a purple light. The creature was very suspicious, and all her training told her not to let him leave until she got some answers. Using her shadows, she created a large hand and launched it at him, gripping the back of his shoulder tightly. This was something me most definitely did not approve of.

His free hand caught fire and swatted the darkness away, then preceded to shoot balls of flame at her. She dodged them with precision, though felt the intensity of their heat when they got close. She cartwheeled away from them then shot a shadow blast his way, colliding with the flames and putting them out. He tried to fire at her again, but this time she jumped into the air and launched forward with her shadows erupting from her hands. When he saw the speed she was coming at, he quickly opened a portal and jumped through. It wasn't able to close fast enough before she had gone through it as well.

…

When she was able to open her eyes again, she crashed into the surface of the ground. Instead of dust, she found herself on concrete. In front of her were buildings, three main complex's and warehouses scattered about. The area around her was the same, but not there was a prison placed in the middle of the desert. Was that creatures quirk teleportation, or fire? Perhaps it was both?

Voices caught her off guard and forced her to hide behind one of the many warehouse buildings. It wasn't the green monster again, rather three men walking together. Each of them was dressed differently, experience told her they were dressed that way because they were heroes. The one with the shield reminded him of All Might when it came to colors. Were they Pro Heroes? Where exactly were they and why were they here?

"Goblin and Peter vanished along with the stones," Said the man in Iron armor, "We have to find them before something bad happens to the kid!"

"Relax, Tony," Said the super soldier, "You gotta have faith that everything will be ok."

"Faith?!" He scoffed, "Let me tell you something, Rogers. I didn't get where I am today by praying to a higher power! I got here by hard work and a lot of sweating! The kid's tracker went offline, which it shouldn't have. For all we know, he could be stuck somewhere in the freakin' multiverse!"

Multiverse? He was joking, right? The tone of his voice told her he was being extremely serious. This 'Goblin' by name alone describes the creature she saw, and this guy is very worried about someone who was with him. What was the situation then? Kidnapping? Missing victim? If it was a 'kid', then she needed to figure it out and do what she can. She could easily talk to these three, but was too worried about whether or not they were on her side. She didn't know them, nor as she ever seen or heard of them. For now, she had to move on and find this 'Goblin'.

After the three men had left, she made her way toward the heart of the prison, where she was hearing shouts of frustrations. Eventually she found the Goblin in a large room surrounded by empty containers. There was a blast mark on the ground, rather recent as well. It seemed as though a fight occurred here not that long ago. Goblin was thrashing he containers around in anger, fire steaming from his eyes.

"They aren't here!" He shouted, "Where could they be?! I didn't have them on the Gauntlet, so the only other place they could be is …oh no …" He finally calmed himself down, crossing his massive green arms, "They must have ended up on the world I was just at. They could be anywhere if they weren't with me. What am I supposed to do …?"

Overcast came out of her hiding place and shot her shadows through the air, gripping him tightly. He was lifted into the air as his feet dangled aloft, struggling to get free from her grasp, "You can start by explaining yourself, 'Goblin'. What the hell is going on here?"

Much to his surprise, the woman had followed him back to his world. She was very persistent, if anything, "It's nothing you could ever understand, girl."

Using his fire, he broke free of her shadows and landed back on the ground with a thud. He shot a massive barrage of fireballs at her, which he deflected using a shadow shield. When he stopped, she filled the room with shadows and turned it all pitch black. Goblin found that he couldn't see or even feel anything outside his own body. It was rather terrifying, as if dying while still remaining conscious. He couldn't feel where the attacks were coming from, only that his body was taking on pain from nowhere. When the shadows cleared, he realized he was on the ground, the woman's foot on his chest with a hand pointed at him.

Before he could move, she wrapped him tightly with shadow bonds and stepped away, watching him squirm in retaliation. No matter how much strength or fire he used, this time he was unable to break free.

Overcast took the opportunity to look around at the room. Behind all the broken containers was a computer, still on and open from recent use. There were files open on it, so she moved closer to read them. The name of the files main folders was 'Infinity Gauntlet' and 'Infinity Stones.' She began reading on the gauntlet first, simply how it was made to control the power of the stones.

It was the stones themselves that were more fascinating.

Each stone it seemed was able to control a small portion of the universe's internal makeup. The minds of others, time itself, the souls of the dead, reality and atoms, power within one's self, and the reach of space. The files held very specific details about each one. It came to her understanding just how dangerous they were. She recognized one of these stones to be in Goblins possession. Seeing first hand how dangerous they were, something had to be done.

"These are some dangerous weapons," Overcast stated as she walked back over to the restrained creature, "What exactly were you planning to do with them?"

"Nothing you need to be concerned about, girl," He growled.

"Stop calling me 'girl'," She scolded, pointing her hand back at him, "What do you want with these stones?"

"Simply to reclaim what's mine. Because of Heroes like yourself, which I assume you are, I lost everything and everyone I loved."

"You think these weapons can bring all that back?"

"I do. Not that you care, you simply want me behind bars."

She backed up and pondered at the new information. The idea that these stones could do everything they could was absolutely insane. The records she just read however were very thorough, and she had seen first hand the space stone in action. There was enough proof to see that everything said here was true, even if it was strange to her. The ability to bend the universe to your will was one so dangerous and unique, it was difficult to figure out what to do with this intel. Should she report to the heroes back home? Should she arrest Goblin for assault?

"Have you not ever lost someone you loved?!" Goblin shouted as he continued to struggle, "Those stones could easily revive anyone if used together! I just want my wife back, that's all! Can't you understand that?!" He was trying to bribe her into letting him go, realizing that brute force wouldn't get him out of this one.

The possibility of reviving someone is what caught her interest. She immediately thought back to the death of her family, and how unfair she thought it was. If these stones had the power he claimed, her family could be standing right beside her should she use them. Her mother, father, and brothers could all be brought back to live their full lives, it would be that easy.

That's why it was near impossible to believe.

"Why should I even believe these stones can do what you think they can?" She asked.

Goblin wasn't just telling her this only to avoid trouble. He could see something in her, something he thought he could use. There was pain in her heart, a regret for her actions he recognized as his own. He thought that he could use her to his advantage. She was an inhabitant of the world the stones are now on. If anyone could guide him through it to find them, it was here. All he needed was to get her a little emotional. She was powerful too, so having someone like her on his side could benefit in the future.

"With those stones, you could bring back those you love with only a thought," He stated, "If you let me go, perhaps he can find them together."

"You just want to use me," She accused.

"Maybe, but you'd be using me too. We can both get what we want, and reverse the pain done to us. What do you say?"

She thought long and hard about this. All the proof was presented to her, and she couldn't deny any of it. These stones really could do anything, including bring back her family. She was so tired of the endless nightmares and regrets she had over what happened that day. She would give anything to make it all go away, and this may be her only opportunity.

But she was a hero, and she didn't want to jeopardize that.

"No, that kind of power shouldn't be used like that," She said, "I won't be tempted by it."

"What a shame," Goblin sighed, "Here I was thinking you could be of use."

With a swift use of his gauntlet, the space stone absorbed all the shadows around him into a portal, and he was freed. Quickly he sent fireballs at her, catching her off guard and knocking her to the ground with a swift strike. "Back home you go, girl," He said before opening a portal underneath her, sending her through with a stomp.

…

She found herself crashing back onto the roof where she first found Goblin. The portal above quickly closed and erased all traces of its presence. Everything that happened didn't make much sense, but she went off what she had.

After the events of that night, she wrote a report about Goblin and sent it to the nearest Pro Agency. Unfortunately, she knew that it wouldn't do that much. A single sighting report never caught the attention of many Pro's. Most only ever focused on reports that describe something big, and extremely dangerous. Even though she mentioned the stones in the report, it still became overlooked due to the lack of evidence. Goblins case was quickly forgotten over the next few days.

A new day came, and Overcast went back to her job as a superhero. It hadn't been long before a new villain attack had come underway. The villains in question were a group of people dressed as a biker gang. While they didn't seem like much, their weapons caused serious destruction. One had a flamethrower capable of temperatures that could melt metal easily. Another caused mini earthquakes, and another small hurricane. They called themselves the 'Elemental Bikers'.

And she was fighting them alone.

Overcast jumped into the air to avoid a flamethrower attack, firing off her shadows to knock them down. She could in theory incase them in a pool of shadows, but with so many civilians around, she wanted to give them a chance to escape. The flamethrowers attack hit a building and eroded its structure. The walls had started to crack and crumble, people screaming inside.

"Dammit!" She shouted, using her shadows to zoom over to the building and keep them up with a large mist hand. Just as she had stabilized it, a sonic attack from another biker struck her down.

"Ha! Not so tough on your own, huh?" A biker said, "This should be easy."

If there weren't so many civilians around, this would be a lot easier for her. She didn't want to hurt anyone with her attacks, or turn them all blind to darkness before they can get to safety.

A car tried to drive by them all, swerving in multiple directions as they avoided bystanders and objects. The biker with the earthquake tech shot off their attack toward it. When Overcast tried to jet into the air and save them, she was blasted down by the sonic gun. The earthquake formed a gap in the ground and caught the car inside before closing in just enough to crush the driver.

Overcast watched in horror as the scene unfolded. In her moment of torture, she decided not to hold back anymore. From her body, she released massive amounts of shadows that consumed the entirety of the street, including civilians who still haven't gotten away. While in her shadows, it would be impossible for anyone to move around without getting hurt in some way, but now she had no choice.

With the street consumed in darkness, Overcast swam through the shadows and pinned each of the bikers to the ground, binding their limbs together so they couldn't move. She could hear screams from other bystanders, the shadows clearly not benefiting them. She had just pinned down the last one when she heard a crash. Quickly, she dismissed the shadows and observed what had happened.

A car had tried to drive away after she consumed the street in darkness, but because you can't see or feel anything in them, it ended up crashing into a shop. The driver was knocked out and unmoving, and the shop was completely destroyed.

"I'm here! I'm here!" a voice shouted. From the sky's, the number 5 hero, Miruko, landed on her metal feet and cracked the ground below her. She looked triumphant as if the day was now saved because she was here, "Sorry! Got a little tied up but I'm here now!"

She looked around to see the battle already done, and blushed awkwardly. Overcast glared daggers at her, but focused on first getting the driver out of the crashed car.

"Guess you had it handled, huh Overcast?" She laughed, trying to break the tension.

"This isn't funny, Usagiyama," She scolded, setting the unconscious driver against the nearest wall, "Not one bit."

"You beat the bad guys though."

Overcast rushed up to her, pointing a finger in her face, "In the process of having to beat them _alone,_ someone died, and another is wounded! Where were you, Rumi?!"

Miruko rubbed the back of her neck, "I was in the middle of doing a talk show interview. I personally don't like when Heroes ask for backup so I didn't answer right away, but your texts just kept coming in so I decided to see what was up."

"Talk …show…?" She muttered slowly, feeling the anger rise up but choosing to let it go. Rumi Usagiyama is someone she has known for a majority of her career, though she didn't often fight by her side. The only reason she texted her instead of someone else is because she _tried_ others, but she was the only one to actually answer, ironic to her views on teamwork. She never believed in joining teams because it makes heroes look weak. Though when it came to friends, the occasional team up wasn't too bad. That's the only reason she came at all is because she knew Mayume.

"I really needed you," Overcast scolded, "I know you don't believe in teamwork, but people needed our help. You should have been here to help me, whether it makes me look weak or not. Are we not friends, Rumi?"

"Of course we are, Mayume! Come on! Look, I promise next time I'll help you out, even if I don't like it. Deal?"

Overcast groaned, looking back at the crushed car in sorrow. A man was still dead, but Miruko wasn't comprehending that yet. Still, being she's a longtime friend, she didn't want to go into it right now, "Just help me with cleanup. Civilians need us."

"You got it!"

…

As the day came to a close, Mayume rested in her apartment. She sat there in the darkness with only the moonlight shining on her face. The image of that driver who died was burned into her skull. She could have done more to save him if her hands weren't full. The way he died wasn't fair; those villains wanted nothing but carnage and that man didn't deserve it. If Miruko hadn't treated her request for backup as a joke, no one would have died. Was she one of the few who actually took being a hero seriously? She did her best to stay out of unnecessary interviews and talk shows so she could focus more on being a hero, and she loved the job. She loved helping people and being the savior, someone needs in desperate times. Why does it feel like she's the only one who thinks like that? If only there was a way to bring that dead man back.

Then again, there might have been.

She remembered everything she learned about the Infinity Stones, how they could potentially revive those they've lost. If she could get her hands on them, she could prevent the deaths of anyone who dies by the hands of a villain, and so much more. No one would be able to defeat her; she could become the ultimate hero. All she needed to do would be to find those stones. The problem was that she didn't want people getting suspicious of her, thinking she's trying to get more power just for herself. They may ask her about the stones and want them for themselves. If she was really going to do this, she needed to be someone else.

Then it hit her; she has a quirk no one has seen of her. If she operated while finding the stones using only her Light Quirk, no one would realize it was her. It would be easy then, no one would look her up and question her. The only other issue is she knows nothing else about the stones or how to find them.

However, someone _else_ did.

…

Several days pass over the old warehouse. Inside wasn't kept well cleaned as that was not the inhabitant's priority. Many different villains from a world that wasn't theirs hung out in the dark space. They didn't know what to do beyond just watching TV and learning whatever they could. Goblin had dragged them all here so quickly, explaining his plan and why he _needed_ them. They knew they were just pawns, but went along with it anyway because they would benefit.

Goblin himself was at the end of the room, speaking with Otto Octavius about how to proceed. Their conversation was cut short when everyone else had suddenly gone quiet. He turned around and at the front door saw the woman he met when he first arrived, Mayume Aihara. She walked confidently across the large room, looking between all the different villains around her. She wasn't too sure about this idea, but she felt she had no other option. Goblin wanted to use her before, but perhaps she could use _him_ instead.

"Goblin, right?" She asked as she stopped a few yards from him, "Took a bit to find you. Your workers aren't very sneaky if someone actually tries looking."

The villain, Shocker, in the back of the room whistled awkwardly as he turned away in embarrassment.

"What do you want, girl?" He asked, holding up his flaming fist, "Do I need to teach you another lesson?"

He gestured for the other villains to start surrounding her. Their moment of intimidation lasted only a second before Mayume's entire body lit up brightly. They backed away and shielded their eyes from the bright and hot light, including Goblin. This wasn't an ability she had displayed before, and he had no idea how to combat it.

"I have a proposition for you," She said as the light dimmed away, "I want to take you up on your previous offer to help you find the stones. I only request a few things."

He was surprise she had changed her mind, especially with how she was the last time they had met. Still, he was curious about what she had to offer, "Go on."

"I can help you maneuver around the heroes and find the stones in secret, since I know the system so well. In exchange; My town, my rules. Your men answer to me just as they do you. This is a two-way partnership," She held up her hand, "Deal?"

He grinned devilishly. Knowing how powerful she was, and now seeing she was an ally, finding the stones would be easier than expected. He extinguished the flame of his hand and shook hers, "Deal. We'll find the stones scattered on your world."

" _My_ world?"

"Oh, my dear. I have so much to tell you."

...

Spider-Man had arrived in the city just days later, having taken the long way around through the portal. They figured time and space were so close to one another, it took him longer to arrive even if it didn't feel like it to him. When seeing how dedicated he was, she wished to use him as well, much to Goblins disapproval. Her journey for the stones had now started.

What began as a woman using darkness to serve the light, became one who uses light to serve the darkness.

…

 _Present Day_

As the small sphere of light travelled around the room, Peter could only stare at Mayume in disbelief. All this time, putting his faith, trust, and heart into her, now it all comes to light. She was the one who offered to watch over him after the villain attack, she brought them to the arcade, and shared her pain at the courthouse. All this time, the woman he had been fighting against for the stone had been just under his nose and he never even knew it. He should have seen the parallels from the start. Lumina was of light, and Overcast was of darkness. The polar opposite powers should have told him _something_ , but he just never thought it could have been her.

"You're Lumina," Peter said with a shaking voice, "You've been lying to me all this time!"

"So have you," She argued, "You never told me or anyone else about the multiverse, or the full capabilities of the stones. At least I understand why."

He was trying to hold back his anger but it was simply overflowing, "I trusted you, Mayume! You protected me just to keep me close, didn't you?!"

"…Yes, at first. When you came to this world, I saw opportunity. While I was still working with Goblin, he was a means to an end. You were a passionate hero hellbent on doing the right thing. You helped find the other stones. Even if I don't have the two you have, at least they've been recovered."

"I was just your tool?! All this time!"

"No!" She shouted back, feeling more heartbroken than ever, "I did use you, but you weren't just a tool in a greater plan. I truly wanted to be your friend, to connect with you and share my pain. Those moments we had were real, I promise you that! I never lied to you about who Mayume is, I just never told you who Lumina was."

"And that's somehow better?!" he questioned, "Your quest for these stones has allowed villains to roam freely!"

"I only have Otto now! The others left for the league of villains quite a while ago. But your right, they're still my fault. They only knew about the league because of me."

Peter backed away in utter torment, trying to work all of this through his head. He understood why Lumina did what she was doing, but seeing that it was Overcast all along only threw a new box of bolts into the machine. This explained why she knew Goblins powers were a chemical imbalance, and how she was able to counteract them at the school attack.

"Peter," She continued, "The hero system is flawed, you know that. I spent the last 14 years of my life trying to become the hero that would have saved my family, and I thought _that_ was how I could honor them. But now I have a new crusade; to find those stones and bring them back, then make sure no one ever loses their family unfairly ever again. No villain will be able to stop me, I could take them all down with only a snap!"

"That power will destroy you!" He stated loudly, "You won't be a hero! Everyone will fear you! Lumina will be all that's left of you!"

"It doesn't matter what happens to me, Peter! What matters is being the hero every other Pro _fails_ to be! I actually care about saving lives while they only care about how they look in front of a camera! I can be what they are suppose to be! Don't you get that!"

Of course, he understood that. Everything about her motive made sense, but that didn't mean he had to agree with it. He knew that power will get to her, he knew it won't ever be enough. Once she has it, she'll be so power hungry, she may end up just destroying anyone she thinks is bad. Those stones enhance the ambitions of the one wearing it, but she didn't care. She was hellbent on this, even if someone she cared about was in her way.

"Peter …give me the Space Stone," She demanded, "Don't make me take it from you …please."

A silent stand off formed between the two opposing figures. Peter held the stone in his hand and he knew the moment he moved; she would be right on top of him. The only thing really running through his mind now was all the times where she had deceived him. He was trying to see if there were ever any hints to her lies that he could have seen. If he does find them, he'll simply blame himself for not seeing it sooner.

Peter quickly turned around and tried to use the stone to open a portal. It had started glowing, and he could feel the power spread through his arm. Before he could fully open one though, Overcast launched herself forward with shadows and tackled him, completely throwing off his concentration. They crashed through the window of her apartment, the impact forcing his fingers to release their grip on the stone. She pushed him through the air and away from her body before flying down toward the stone as it fell down to earth. As he slammed into the building she pushed him into, he quickly slid his mask on and launched off the wall toward her.

Spider-Man crashed into her just before she could grab the stone, and they slammed into a brick wall. Using his adhesive abilities, he kept her on the wall and held her by the shirt, pulling her close to him.

"You're suppose to be a hero!" he accused.

"I'll be a better hero than anyone ever was!" She kneed him in the stomach and threw him off the wall, watching him fall further down and crash into a lamp post. The post fell down and broke the lightbulb, glass scattering and circuits sparking. She flew down to the ground and searched for the stone. It couldn't have fallen far, they weren't that high up, Afterall.

She then spotted it just a couple of yards away, sitting in the middle of the street. When she had reached it, a car had been driving rather fast and nearly crashed into her, until Spider-Man tackled her out of the way. They wrestled for the stone as they rolled onto the sidewalk, accidently opening a portal as they both fell through.

The portal reopened a mile above the city. Spider-Man was hanging onto Overcast as she used her shadows to keep them aloft. She tried moving higher and faster to get him to fall off, but his adhesive abilities kept him stuck to her. Overcast spun in circles and performed loops to release his grip but it availed to nothing.

Finally, Spider-Mans grip loosened and he fell off, plummeting toward the ground. She allowed herself to float there, waiting until her opponent shot a web at the nearest building and swung to safety. However, even when he was close to the tallest building, she noticed he wasn't trying to swing. The reason why this was confounsed her.

Unless he couldn't swing.

"Dammit!" She shouted as she tried flying after him.

Falling through the air like he was gave him flashbacks to the prison attack, just before he first arrived on this world. The darkness of night clouded his overall vision as he spun out of control. Overcast flew as fast as she could, desperately trying to reach out for him as he fell. They were only a few stories up when she finally grabbed his arm and pulled upwards, keeping him aloft long enough to reduce his momentum.

Once she knew he was safe, she pinned him to the ground and held him by the throat, "Stop it, Peter! It's over!"

"Really?! I didn't hear anyone yell 'cut'!" He threw his leg up and wrapped it around her head, pulling down and sending her into a roll. When she recovered, her face was met with the heel of his hook kick. She retaliated with a shadow blast, but he quickly dodged it. Civilians that were around them started to run away, pulling out their phones and calling the police as quick as they could.

Spider-Man landed on his feet and jumped back through the air, landing a spin back kick to her chest. Simultaneously, she had sent off a shadow blast that shot him back onto the ground from which he quickly recovered to his feet.

Overcast panted. Despite wanting to win, hurting Peter would only make her feel worse than she already did about keeping secrets from him. At this point though, it, may be too late too late to feel sorry.

Before she could get off any more shadow blasts, he came in close and started throwing fists and kicks her way. He was too close for her to fire off any shots, and there were too many civilians to hit him with a shadow pool, so she resorted to blocking and striking with hand to hand combat. Their movements were quick and precise, both clearly very experienced in the field. They each got some good punches in, but Spider-Mans super strength had the advantage when it came to overall damage.

She quickly pushed him away and made room for a shadow blast. He backflipped to dodge it and landed on the roof of a car.

"Not gonna use your light quirk?" He asked, "Too ashamed of it?!"

"No," She stated, "I'm just not stupid."

He rushed back forward at her, leaping over her shadow blast and kicking her in the back. Before she could react, he sweep kicked her legs and let her fall, then grabbed her shirt to lift her upper body up.

"All that trust I put in you!" he shouted as he held her up, "Tell me it wasn't all for nothing! Tell me!"

Above his head, a helicopter search light pointed directly at him. A police copter had come onto the scene rather quickly. On both sides of the street, police cars had come in and started barricading the area off. Naomasa was leading the squad, with a megaphone in hand as he pointed it upwards, "Spider-Man! You are under arrest for illegal use of your quirk, property damage, and assault of a Pro Hero!"

He looked back at Overcast just as he heard guns being cocked. Officers were already getting set to fire, so any further movements would warrant a shootout. The look on Mayume's face was one of despair. He could tell that she never wanted it to come to this, and he honestly believed that. He knew both Overcast and Lumina were good at heart, but she was just making all the wrong decisions.

"They won't believe you," She said only loud enough for him to hear, "I'm sorry."

She was right; with all the charges against him, claiming a Pro Hero was Lumina wouldn't fly, and would only be seen as an excuse to avoid punishment. There was nothing he could do to out her for now; she had won this round even if she lost the fight.

"This isn't over," He stated, dropping her from his grip and letting her body fall back onto the ground, "Not by a long shot."

Using the strength in his legs, he made one courageous jump toward the nearest wall and started running up it as fast as he could. Police had started firing but it was too late; he was already gone across the rooftops.

"Get after him! Hurry!" Naomasa called to his men, watching them get into their police vehicles and drive off down the streets.

With everyone distracted, Overcast opened her hand to see the Space Stone and examined it before putting it back in her pocket. She never wanted it to happen like this, and always hoped things wouldn't have to change in this way between her and Peter. He was someone she truly wanted to keep as a friend, but they were simply on opposite sides of this war. Making him an outcast was not an easy decision, but it was the one she made regardless.

…

Spider-Man rushed across the rooftops, the city bridge in his sight several blocks away. Police vehicles were still following him down below, making it difficult for him to disappear. The sound of loud stomps caught his attention, and he turned around to find Mt. Lady trying to make her way toward him. The officers had blocked off the street so she could use her quirk without hurting anyone. At this rate, he knew she would catch up with him.

"Sorry about this!" He shouted, kicking himself off a water tower and leaping through the air. He soared toward Mt. Lady, catching her off guard as she tried to back up. Winding his fist up, Spider-Man struck her straight in between the eyes with all his strength. The attack dazed her so much that she lost her balance and fell backwards. The impact forced the police officers to stop their cars, finding her body in that grown state was blocking the entire road.

He landed back on the ground and continued running, looking back a few times in horrible regret for hurting her. He didn't want to cause harm to those he cared about, but she would ironically be much safer this way.

Finally, in hiding, he found the spot where he placed all of his gear. It was his backpack which he kept stored and hidden near the Midoriya household. Inside were his backup web pellets, an extra pair of cloths, and his broken stealth suit. Hearing more sirens come his way, he changed out of his costume and into his casual outfit consisting of a blue hoodie and jeans. Throwing the bag over his shoulder, he began walking down the streets.

The officers passed by him in their cars with sirens blazing, unaware of who they were overlooking. With them gone, he started making his way toward the bridge that left the city. Getting far away from her was the best plan until things cooled down. He couldn't stick around with everyone coming after him. Overcast has all of them fooled about her true identity, and they would never believe him if he tried to reveal that secret.

This wasn't over, he thought. He wasn't going to give up now just because the odds were against him. Peter was dead set on finding those stones, no matter who was standing in his way. His only regret was that he had to fight his friend.

The grey area really is a killer.

Peter took one last look at the window leading into his and Izuku's room. He could see a shadow of Izuku inside, and part of him wanted to say one last goodbye. Unfortunately, he just couldn't bring himself to do it. Seeing his face again after what's happened was just too painful for him. Besides, it wasn't goodbye forever.

Finally, he tightened his backpack straps and headed over the bridge, unsure of what was waiting for him on the other side.


	35. Ever Upward

Peter was no longer in the same city as the prestige school known as U.A. He wasn't far, only being about an hour or so away in the city next door, but it still felt so far from home. Never did he think his place with Izuku and his friends would feel like a home to him, but it did, and he missed it so much. He missed making dinner with Inko and cracking jokes at the dinner table, and talking to Izuku about all their nerdy ideas. Peter even missed going to class with his friends and spending time with all of them. All he could think about was when they defended him against Naomasa after the festival. That kind of loyalty was rare to find, even on his world.

A loyalty not all of his friends possessed.

Overcast, Mayume, Lumina, whatever she wanted to be called. She was his friend, and he trusted her. Even if she had good intentions, she still lied and used him to further her plan. Ever since she discovered the stones, she's been using one person after the other. It was a shame, he honestly wished he could save her from herself, but she seemed determined to go through with this.

Peter sat himself down on the bench of the city park, letting his bag stay under his feet. He was so tired after travelling by foot for so long, especially while carrying all his gear over his shoulder. This was the first time he had ever really been homeless, though they've come close before, anytime May had trouble paying mortgage for their home. At least it was a nice day out. Kids were playing on the playground and joggers were out for a run. Just watching them wore him out further, almost making him want to fall asleep.

He was jittered awake when someone sat on the bench next to him. It was an old man wearing a tan jacket and brown glasses. His hair was grey and combed back, and in his hands was a comic book called 'Amazing Fantasy'. On the cover was a guy eerily similar to Spider-Man's own design, swinging form a grapple and holding a man in his free arm. The actually comic looked to only have been 12 cents, which was rather cheap for a comic book these days.

"Sorry, didn't mean to scare ya'!" The old man said with glee.

Peter rubbed his eyes and lightly smacked his cheeks to wake up, "No, no it's ok, really, I needed that."

The two continued to sit there in silence as the old man started reading his comic book. Peter could have easily gotten up and just left, but he was simply too tired and needed rest. Besides, the man wasn't really bothering him in anyway. The man was too Invested in his old comic book to really be a nuisance. He clearly finished the first page a little while ago, instead opting to admire the artwork of each panel.

The man smacked the edge of the page with his index finger, smiling, "This is quality art right here! Back in the day, no one would appreciate comics like they do now."

"Which one is that?" Peter asked.

"The Human Spider," He said, "A real classic. The original creators had a hard time getting this one off the ground because they thought no one would read about a teenager."

"So, what happened?"

"Turns out it was a huge hit, everyone loved it."

"…Can I read it?"

With a huge grin on his face, the old man handed the comic having read it himself many times over. Peter began reading from page 1. The main character reminded him of himself. He got his powers by accident and had no mentor to teach him, thus suffering the consequences of his actions. It paralleled so well that it somewhat frightened him, but in a curious way. He could see how people seemed to like it so much, even if it poked at his ego a bit.

"So, where you off to?" The man asked.

"Hm?" Peter muttered, too focused on what he was reading.

"I can see that you have your stuff packed tight in that pack."

When he realized what he was talking about, he put the comic down to address it, "Yeah, just trying to figure out where."

"Homeless, huh? Sorry about that."

"It's ok, I'm doing fine."

"If you say so," The man stood up and stretched his arms, and politely taking the comic book before rolling it up and putting it in his jacket pocket "Have a good day."

The man left soon after and started making his way to the road. Peter watched him go curiously. He was strange, but overall likable. It was a shame he couldn't finish reading that comic book, he was actually getting rather into it by the fourth page.

Looking to the right of the street the man was approaching, he saw a car barreling down at high speeds. His spider sense started ringing as he knew it was coming fast, just as the man had entered the crosswalk. He wasn't seeing it coming, he was just walking without a care in the world. Reacting quickly, Peter leapt from the bench and ran as fast as he could for him, still without his webs to make the job easier.

"Look out!" He shouted as the car came closer. He quickly grabbed the old man by the waist and dragged him to the ground, rolling him out of the way as the car just missed them and came to a screeching stop before the traffic light.

The man was dazed as Peter helped him up and checked for injuries. There might be a few bruises later, but he seemed to be ok.

"You saved my life, kid!" The old man said, hugging him quickly, "Thank you!"

Peter hugged him back but quickly let go soon after, dragging him over to the sidewalk and out of the road, "Just be more careful next time."

"Of course, of course. Hey! I should repay you for this."

"No, no, no," Peter waved his hands around, "Please don't. I don't need anything, really."

As it to immediately betray his words, Peter's stomach growled loud enough for him to hear. The old man slapped his knee almost laughing, "Ah, heck! How about I buy you something to eat."

The offer sounded nice, though that's when his Parker pride started kicking in. He was all in for doing the right thing; volunteering at soup kitchens, stopping crime and being a good person. However, he would never allow anyone to do something nice for _him_ , or he would feel absolutely horrible about it. It always felt as though he was taking advantage of him, so he opted to never ask for help.

"I don't- that's ok, sir. You don't need to bother with me."

"Come on, how can you expect others to do the right thing if you don't let them?"

Though he tried, Peter couldn't think of anything to combat his words. He was right; how can he bother setting a good example if he doesn't let people follow it? "You uh …make a point but …I …" He laughed nervously, defeated, "I don't know how to argue with you."

"Great! I know a great sandwich place nearby!" He patted Peter's shoulder, "What's your name?"

"Peter. Peter Parker. And you?"

"Stan. Stan Lee," he shook his hand with confidence, "Now come on, before your stomach comes up with more words to say!"

…

U.A Has been in a state of confusion and turmoil, especially those of class 1-A. Their two days off to rest after the sports festival had finally come to an end. Everyday folks had recognized the students on their way to school and congratulated them for their strength. While they were flattered, most had not been able to enjoy the attention as their minds were on something else. Specifically, their minds were on some _one_ else.

It had come in on the news that morning. Just the night before, Peter Parker had been declared a wanted criminal to the public. There was footage of him wearing his classic Spider-Man costume and running from the police, as well as attacking Pro heroes like Mt. Lady, Kamui Woods, Miruko, and Overcast. None of his friends and classmates could believe what they were hearing, not even Bakugou.

Though Bakugou never cared much for Parker, he at least recognized how serious he was about wanting to be a hero. He took it so seriously all the time yet wasn't afraid to crack a joke every five seconds. Hearing now that he has turned into a wanted criminal just feels like a waste and a disappointment.

During homeroom, silence overtook the class from wall to wall. There were a few quiet conversations, mostly talking about the issue with Peter on the news. Momo, Mina and others were completely quiet as they tried to comprehend what they saw on the television that morning. Seeing the words "Peter" and "Wanted Criminal" next to each other was just too much to bear after everything they have been through.

Izuku wasn't as quiet, rather muttering softly to himself rapidly. All he could think about was what happened the night before between him, Peter and Kendo. So much had been unraveled in such a short time that he could help but turn blue over it. After all this time, finding out about the multiverse had been the hardest thing to understand besides Peter's criminalization. All the proof he needed was right inside his head, running around a thousand miles a minute. Other universes existed, and Peter had been from one of them. No wonder he always hid so many secrets, he must have been so scared all the time. In fact, he knew he was, since he was able to feel all that emotion thanks to the mind stone.

"…It has to be a joke, right?" Mina suddenly said aloud to the entire classroom, "What they said on the news. We're all thinking about it."

"I think we just need to accept the reality," Said Mezo with his arms crossed, "Peter wasn't the person we thought he was. I mean, did no one else think it was weird how he was just tossed into our class without even a heads-up? They said he forged his papers."

"Yeah," Kirishima Interjected, "But he's never been a bad guy to anyone. He's always been really nice to each of us, even if he was keeping secrets."

Tokoyami kept his eyes closed, focused on the darkness of his eyelids. All he could think about was when he had talked with Peter during one of their heroic's classes. He had been so scared of having love in his life, and now he knew it was because he was keeping secrets. Even if he had been hiding things, Peter was a good person at heart and would never intend to hurt anyone.

"It wasn't fair …" Momo muttered, "Not after everything that he's been through." Through her mind, she could only think of the last conversation she had with him, how she hated how 'perfect' she saw him as. It must have made him feel so guilty, and now she will never be able to apologize to him for it.

"Whether or not it was fair, it's reality," Said Mezo, "The sooner we accept it, the better."

Everyone noticed how as the conversation continued, Izuku stayed unbearably silent. Considering Peter was his roommate, they would assume he would have the most to say. Yet, he kept his mouth shut, no longer even muttering at high speeds like he is known to do.

"Midoriya," Denki spoke to get his attention, "How you holding up, man? This all must be pretty big for you."

Again, they expected him to answer in an awkward stutter with jumbled words, and again, he remained silently staring at his desk, forcing everyone into isolation as well. It was hard to find the right words to say about what they were feeling. Some of them felt betrayed, others felt worried.

Bakugou, however, was angry.

"Will all you pathetic wimps just relax already?!" Bakugou shouted.

"You gonna tell us to get over a criminal?" Shoto scolded.

"Hell yeah I am! Dude isn't even a criminal! Did none of you pay attention to class? Parker was trying to be a hero! If they say he's a criminal, then they're all frickin' liars!"

His answer was one they hadn't expected. The idea of Bakugou defending someone other than himself wasn't something they expected to see or hear today. He still maintained his brooding angry persona, but his words didn't seem to match it. Bakugou didn't even like Parker, they thought, especially since their first class together when he webbed up his mouth. Did he have a hidden respect none of them knew about until now?

"Bunch of idiots," Muttered Bakugou as he slumped down into his chair with his arms crossed.

The class's attention was taken by a knock coming from the door. Making the noise was Itsuka Kendo with a sorrowful expression on her face. From there, a few could tell she had been crying by the redness in her eyes. They couldn't blame her after what they learned about this morning.  
She went the first few seconds without saying anything, holding her arm from behind her back and swaying back and forth. To be perfectly honest, she was just as much if not more distraught than the others. She had finally come to grips with loving a boy, and he takes off for their protection. Now the news is claiming him to be a wanted criminal and branding him a fugitive. It just wasn't something she could handle all at once.

"Hey …Midoriya?" She called out softly, finally snatching his seemingly incomparable focus, "Can we talk for a little bit?"

Despite the looks people were giving him, he ignored them and stood from his chair. He went just outside the classroom with her and kept the door shut.

"Hey …" She began unconfidently, "How are you holding up?"

That was a question he had no idea how to answer. Was he just suppose to say that he was alright? Move on and pretend like nothing happened. It did happen, in fact _everything_ happened all at once. Peter had quickly become his best friend, and even his family around the house. Now, it had felt a bit emptier without him. Just as he promised, he was still helping take care of May. The police had asked her questions but she was innocent of any crimes. It wasn't fair how he was being treated, and he knew that.

"…Meddling where you don't necessarily have to is the essence of being a hero," he muttered with a grip of his fist, "That's what All Might once told me after my fight with Shoto Todoroki during the festival. Peter was always one to meddle where he didn't have to because it was right. And now, he's being punished for it. Why is he being punished for being a hero, Kendo?"

She wanted to tell him she didn't know, but she did. It was because they were just kids, and according to society, they weren't ready for this yet. There is nothing saying you can't help people, but using your quirks in any sort of heroic fashion seems to result in jail time. People were so scared of quirks that restrictions were put on them, especially for heroes. No one Peter seemed to choose the vigilante life, if only she had seen that sooner rather than later.

"There isn't anything else that we can do, Midoriya," She finally broke her silence, "Peter said it wouldn't be goodbye forever. We have to believe that."

"Yeah" He said, not fully believing it, "…yeah."

A sudden figure appeared next to them with a terrifying grin on their face. It was a blonde boy in a school outfit, looking as smug as he could possibly be. Kendo immediately recognized him and felt utter annoyance rise up inside of her. The amount of times she has had to deal with him was starting to get on her nerves.

"Why so glum? Aren't you supposed to be the best of the best?!" The boy mocked, "Oh that's right! You completely failed the sports festival! Isn't that strange?!"

"Enough, Monoma," She scolded, "Now isn't the time."

"I'm just here to speak the truth!" He pushed his way past them and opened the door to class 1-A, where he received a collective groan from the students, "Why is class 1-A looking so down?! Could it be you aren't exceeding all expectations like you're supposed to?!"

"Hey, buzz off, dude," Kirishima hadn't even looked up at him, his mind was simply too preoccupied. All he could think about was the news and how sad he was about his friend, "No one is in the mood right now."

"Well that's not very heroic! Speaking of which," He seemed to smile wider, as if the news made him jump out of his shoes in joy, "Did anyone see the news last night?! Apparently, your transfer student turned out to be a wanted criminal! Who knew? Guess you 1-A guys aren't as perfect as you thought if one of your own turned out to be a villain all this time!"

Mina jumped to her feet and slammed her hands on the desk, nearly melting the table with her quirk. Her eyes were squinting with rage and she couldn't control her speech, "Peter isn't a criminal! Just get out of here!"

"But the news even said so! All the Pros are looking for him! They'll have him behind bars sooner or later! Peter Parker will be seen as the fallen hero and everyone will lose faith in class 1-A! That just leaves 1-B to take the mantel!"

"Neito!" Kendo shouted as loud as she could, almost cracking her voice. She had risen her hand to chop his neck like she always did, making him flinch in memory of her previous attacks. Though he waited for it, it seemed to never come. Her hand just hovered there, shaking from the rage she was feeling. There was so much fire inside her from what she was hearing, but she couldn't bring herself to react in that way. Peter wouldn't want her to lose control, especially not over him.

"Just …shut up for one day, please," She begged, shoving by him and leaving through the hallway. Not even Monoma had much else to say after that reaction. It didn't usually take much for her to karate chop him into submission, but this time she completely opted out. In fact, looking at the faces of class 1-A, none of them reacted as they normally did. Usually they gave him a sense of annoyance or frustration. This time, from a lot of them, it was pain. They were genuinely hurt by what he was saying, even to the point of breaking their hearts. He liked how frustrated they got, but he didn't like this as much as he thought he would.

"Please go away …" Izuku muttered, "You don't know Peter, not one bit."

Izuku went back into the classroom and slammed the door shut, ending their interaction with the smug blonde hero in training.

…

The sandwich shop Stan had brought him to was bigger than he expected. It felt like a small restaurant to him, even having waiters deliver their orders for them to the tables of varies sizes. It was decorated with a lot of brown colors and yellow ceiling lamps. He always did prefer yellow lamps over white, as they gave a nice sense of comfort. After everything he's been through the last few days, comfort was a rare feeling he could hold onto.

Stan read from the laminated menu with enthusiasm, pointing out varies meals he didn't even know they had. "You know, back in my younger days, they didn't have nearly as many items on this thing. They used to be so small, and now they got establishments all over the place. But this one right here is the original, and you can never beat the original."

"Well that usually depends," Peter argued politely, sitting across from him, "Sometimes a new version improves upon the old."

"True, but you can never forget what started those ideas. That's like forgetting the past, or pretending it didn't even happen. Everything that we've been through has made us who we are, why would we want to forget that?"

Strange how he would jump into something like that out of nowhere. It didn't quite seem like they were talking about food anymore. Stan seemed like the wise old man you'd look up to and idolize. There was still so much he didn't know about him, but at least first impressions were good. He seemed to have a vibe that said he was more knowledgeable than he let on.  
"So, what do you do? You're job I mean. Unless you're retired in which case what _did_ you do?" Peter asked.

Stan put the menu to the side for a moment and locked his fingers together, first adjusting the glasses resting on his face, "Back in the 60's, I helped create a lot of comic book characters. I made all sorts of colorful superheroes, even gave the world the first super hero family. The Sensational Seven!"

Making comic books somehow fit perfectly with Stan, Peter thought. His attitude told him he was rather creative with how enthusiastic and upbeat he was. Writers and artists often set their minds into a world of fantasy that others usually don't. Not to say they believe themselves better, rather they spend a lot of their time in their own heads, experiencing their stories in order to make them better. They, in many ways, were like teachers or explorers, creating worlds for others. Peter could respect him for that. The only thing that made him think more on it was the idea of the 'Sensational Seven', feeling oddly familiar to another super hero family he knew back home.

"That's really cool," Peter admired, "I used to read comic books all the time when I was little. My uncle Ben would give me an allowance and I would spend some of it on the latest comic books about my favorite super heroes. It was always so cool to see the art and the stories around them. It inspired me in a lot of ways." Comic books growing up had given Peter the ideas for his original costume design. Specifically, it inspired his red and blue color scheme since he knew very few spiders that actually looked like that.

"He sounds like he was a really swell guy."

"Yeah, he was," he doubled back curiously. Stan had specifically said 'was' in past tense. He hadn't said anything about his uncle being gone from this world yet. Did he just accidentally say that? For someone his age, that could happen at times, using the wrong word or abbreviation for something, "You said 'was'. I never told you he was dead."

"He's dead? Oh, I'm so sorry, son. May he rest in peace."

That seemed to clear things up, perhaps he did just word his sentence wrong. Still, that curious feeling didn't leave him, even as the waiter came by and took their orders. After snatching their menu's away, no longer in need of them, they were left alone with only the hanging Tv in the distance to break the tension.

"You really didn't have to do this for me, Stan," Peter suggested, "Not that I don't appreciate it."

"Funny thing about my folks," He spoke without any sort of segway into the topic, "They were Jewish immigrants. Celia and Jack were their names, just so you know for reference. We lived in America for a very long time, New York to be exact. My father had a hard time finding work as a dress cutter after the great depression. We had a one-bedroom apartment in the Bronx, and had financial difficulties for a very long time."

"I understand that," Peter sympathized, "I lived with my aunt and uncle in a small house down in Queens. We always had so many financial issues, making it really hard to keep ourselves afloat. After my uncle's death, it didn't get any better."

"It's always hard to get yourself off the ground. Before I could work in comics, I was an office boy for a company called Timely Comics. I managed to finally make my debut as a writer with a comic book called," he raised his hand across the air for emphasis, as if the name was spelled in glowing lights, "'Super Soldier Foils the Traitors Revenge!'" He sighed, "I worked there for 31 years until 1942, when I joined the army for a while. I did get back to writing eventually, once the company changed its name to Atlas comics. Eventually I met a man named Steve Ditko."

"What was _he_ like?"

"He was the artist for many of my early comics and onward. A real talent he was. Honestly, his work was a big help in getting some of my creations off the ground. It's sad not as many people recognize his involvement in their creation. I sometimes wish I could have told him that more. He died a couple of years back, rest his soul. Both my folks are gone from the world as well, I hope their happier now."

"I'm sorry …" It sounded as though Stan, despite his struggle in the beginning, managed to live the life he always wanted; creating comics and stories and inspiring thousands of young children across the world. Even as he spoke of the late Steve Ditko, he was full of life rather than sadness. If it were Peter, he would still be thinking about a death like that. In fact, he still does.

"Do you want to know how I coped with that?" Stan asked, "I knew Steve still accomplished a lot in his time. There's a lesson I learned a very long time ago. It's-"

He was interrupted when the waiter came back with their sandwiches, placing the plates in front of them. Stan was immediately excited as he rubbed his hands together, said thank you to the waiter, and started eating away at the sandwich. Peter wanted to press about what he was going to say, but felt he should allow the old man to enjoy his meal as he seemed so happy about it.

"You know, Stan," Peter grabbed his attention, thankfully, since he was so focused on his lunch, "I know what it's like to lose friends and family, too. Both my parents died in a plane crash when I was little. My uncle was …well, he was murdered in a mugging."

"I'm very sorry about that," Stan pointed to his sandwich, "You really need to tries these. They always put a smile on my face."

It was clear Stan was sympathetic of Peter's loss, but it also seemed as though he was trying to keep the mood light. Any time Peter started bringing up something negative, Stan had something to say in order to negate the effect. He knew he wasn't going to be able to argue with the old man, so he took the sandwich up and began eating it. Right away he knew that Stan wasn't kidding, the sandwich was amazing. It was surprising how good it tastes for how simple It was. The bread was lightly toasted, and butter was spread on the surface between the inner ingredients.

"You weren't kidding! This is amazing!"

"It is! You can taste the butter on the bread, right?"

"That's my favorite part, it just gives it so much flavor!"

They made it to about halfway through their sandwiches when the waiter brought them a bowl of fries to share. Stan must have ordered a side dish without him realizing it. Trying the fries as well, they were also extremely good. The surface was a nice golden color, fried and cooked to perfection with just the right amount of salt. The potato inside the skin was amazing as well, definitely from a well grown farm. He hadn't gone out for a meal like this since his uncle had passed away. If only the U.A lunch room had food this good.

Thinking about how great the food was only made him feel more guilty. His Parker Pride was kicking in again like it always did. He hated asking for help as he only ever felt like a burden to people. Stan was an old man, probably retired now. Peter should be the one paying for this meal, but he doesn't have the money for it. Inko only gave him money to go grocery shopping or for whatever else she wanted him and Izuku to go out and do. He had no job, and still hadn't paid off the rest of the hospital bill for aunt May.

"Thank you for doing this, Stan," Peters voice rang with sincerity, "I'm sorry to put this on you, especially since we just met."

"Of course not! What kind of man would I be if I didn't help out others? Besides, you did save my life."

"I know, you're right, I just …hate asking for help."

"Why is that?"

There were many answers he could have used to get the conversation over with fast, but with Stan, he felt as though he needed to be honest, "Growing up, I was always the nerd in school. I got good grades all the time and passed every class on my first try. Bullies stole my homework, friends cheated off my test answers. I was 'tech support' around the house, even," he chuckled, "Everyone saw me as smart and always expected it of me moving forward. I guess …I guess if I ask for help, it's like forfeiting the one thing I have going for me. I may not be as smart as a billionaire genius super hero, but I'm smart enough to get things done alone."

"So, it's a sense of pride?"

"I guess so …kind of runs in the family. Both my Aunt and Uncle always had a hard time asking for help."

"Let me ask you this, Peter," He pointed at him, "How can you expect others to accept _your_ help if you won't accept help from _them?_ "

Again, he was hit with words of wisdom he often didn't ponder. Peter helped people all the time as Spider-Man, but never really asked for help from others himself. When they offered, he turned them away to avoid hurting his pride or seeming selfish. Still, the way Stan worded it made a lot of sense. Perhaps it was actually selfish _not_ to accept help when you are the one so keen on giving it without hesitation.

After both plates and the side bowl had been finished, the waiter came by to collect the plates.

"How much do we owe you?" Stan asked.

"Good news, actually," Said the Waiter, "You're our 100th customer today, which means you get your meal for free. It's just something special we do to keep people coming here."

"Well that's very kind! Thank you!" Stan shook the waiter's hand before he left, then turned to look at Peter, "This has been a good day. I'm glad we met, Peter."

"I'm glad I met you, too," He smiled, "You're a good man, Stan Lee," He snickered, "Stan the Man. That's a good one."

Stan laughed, suddenly having an idea, "There's something else I want to show you!"

"Oh, no I couldn't, you've already done so much."

"Nonsense! Come on!"

Without warning, Stan grabbed Peter by the wrist and dragged him out the door.

…

After Kendo had stormed off in the other direction, she found herself roaming the halls of the school in deep thought. She knew Neito often insulted class 1-A, having a deep a smug hatred for them because they were supposed to be the most promising heroes in the school. Still, she always had to keep him in line as he always went too far, even doing as much as personally insulting a student. Up until today, they reacted with frustration, but now it was different. They gave him a reaction of torment, which wasn't what he wanted, and neither did she.

Peter wasn't a criminal, not to her. True, he broke the law multiple times, but it was always for a good reason. Had he not broken the law, then Hydro Man may have killed her the night they met. The people here at school could have been seriously injured during the attack. So many bad things could have been worse if he hadn't intervened. The police, the pro's, they only saw someone who broke the law and needed the full punishment. If he turned himself in, maybe it could smooth itself over, but not likely. After learning what she did from the Mind Stone, she knows Peter won't do any such thing as long as there is still a threat he can stop.

It still crushed her heart knowing there was nothing she could do.

She hadn't realized until she saw the big door that she was at the lab where Mei Hatsume often worked whenever she could. Normally she could hear the sounds of her working from just outside, but it was oddly quiet today. She checked the door, and it was unlocked, so she must have been in there already. Mei was often so noisy, what was the problem today?

Kendo curiously entered the lab. Mei was sitting in a chair and leaning on one of the tables, hand pressed against her cheek. In front of her were prototype materials for a mask that reminded her a lot of the one Peter wore. That must have been the stuff he was working on while in here as well, and Mei was just staring at it as if it was a window that went on forever. Her quirk was that she could see into far distances, so perhaps she really was staring into forever.

"Mei …?" Kendo greeted.

Mei immediately jumped to her feet and forced a smile onto her face, trying to return to her usual chipper mood, "Hey there, stranger! What can I do for you today? Keep it short because I gotto go soon so I can see which internships I got! I'm almost positive I got into some really great ones thanks to my babies!"

Kendo could see what she was doing, though she wasn't sure just yet, "What are you doing?"

"Working on more babies! Duh!"

It didn't look like she was working from Kendo's perspective. Mei was usually enthusiastic, yet distant from all the other students. She kept to herself rather than socially interacting with everyone. This could have just been her trying to shut Kendo out from what she was really feeling, "You're thinking about Peter?" Kendo asked.

"Who? Oh! You mean scruffy hair nerdy kid! Yeah, I don't usually memorize names, too difficult and I don't really need to know 'em. He's cool, I guess. Why? What's up?" Her demeaner slowly started changing from pure enthusiasm to a hint of concern and genuine worry, "Did he get released from the station yet? Is he back home? He's at homeroom right now, right?"

Hitting home last was a slice id desperation.

"You saw the news, didn't you?" Itsuka asked, "Mei, I know we aren't friends, but we both know Peter, and we both care about him. What are you actually thinking about?"

"Pft! You crazy? I'm fine!" She sat back down and grabbed a random piece of metal and started crewing some bolts into it, "I'm not into that mushy mumbo dumbo. I prefer just staying here with all my beautiful babies!" She twisted harder on the bolt, "What do you want me ta' say? That I'm worried sick about Petey Parks, that seeing him drive away in that police car made me realize how much I cared?!" She laughed hysterically, not realizing she was laugh crying, "Am I suppose to say that Peter has been my only real friend in this damn school of hormone driven weirdos?! Ha! Not a chance! He just works in here sometimes! It's not like I actually care!"

The pressure she put on the screwdriver forced it to slip out of place and fall out of her hands. With the surge of emotion that she was feeling, she slammed her hands on the table and shouted "God Damn it!"

She wasn't forcing her smile anymore, instead she was panting from emotional exhaustion. For a brief moment, her walls were torn down and she was showing her true colors, and she knew it. The embarrassment on her face wasn't something she allowed herself to feel in years, especially not around people. Kendo wanted to comfort her, but wasn't quite sure how. She had never even heard of Mei being this way before, so emotional and actually connected to what was around her.

"Well! Time to go!" She sprung back into her joyful mood, forgetting to wipe the tears from her cheeks, "I wanna get those internships! Onwards and upwards adventurers! March!" Mei zoomed out of the room before Itsuka could get a word out.

When Mei was finally alone in the halls, she stopped and stood still. Though her smile stayed, so did her tears.

…

After walking for some time, Stan and Peter finally arrived at the edge of the city. On the coast below them was sand and rocks leading into the ocean that seemed to span forever. There were hints of boats near the line at the edge of the sea, but that was all he was able to make out. It was actually rather beautiful with how the sun reflected off the water.

"Wow …this is …"

"Amazing? Spectacular? Sensational?" Stan guessed, "I always loved this place. So peaceful and calming. Don't you just love the smell of the ocean? It always reminds me of a nice sun tan, cool waters and fun times."

"Yeah, I used to come to a beach all the time with my parents," Peter leaned down to look at the water, "There was a fun arcade place in the town near the beach, and a claw machine with candy inside. That was the only claw machine that wasn't rigged. Even for the rigged ones, I was smart enough to know how to win," he stood up with his hands on his hips, "Why did you bring me out here, Stan?"

"I wanted to play a game," Stan picks up a flat rock, twiddling it between his fingers, "I came up with this one. You say something, then throw the rock. If it skips, you told the truth. If it doesn't, there is something you're not saying."

Peter laughed, "There is no way that works."

"It works! It really does! Its because when your hiding something, you aren't as focused and you mess up your throw! I swear."

It sounded dumb off the bat, so he wasn't too inclined to try it. Then again, Stan did take him out for lunch and was fully willing to pay before they got their meal for free. The least he could do was indulge in the game. "Why are we gonna play this?"

"Is it so wrong for me to want to get to know you?" He teased.

"Fair enough," Peter bent down and picked up a flat rock that was resting by his shoes. One side of it was rough, but the other was clean cut flat. It was perfect for skipping across the water.

"I'll start," Said Stan, holding a rock in his hands, "The name I was born with is Stanly Martin Lieber," he twisted his wrist and chucked the rock at the water. It easily bounced off the surface twice before sinking into the depths of the water. Stan looked at him with a smug grin.

"Nice throw," Peter complimented, "Um …my middle name is Benjamin." He tossed the rock with only an ounce of his super strength, making it bounce off the water a total of six times before sinking into the water.

"You've got quite the arm!" Stan exclaimed, "Ever play baseball?"

"No, it was never my thing," He laughed, "Do I need to throw a rock for that one?"

"No, no, you're good," Stan said, picking up another rock, "My turn again. My wife's name was Joan Lee," he tossed the rock, this time it bounced three times.

Peter picked up another rock, "My first crush was Mary Jane Watson," He tossed the rock, only letting it bounce four times.

It was Stans turn again, this time he waited a moment while holding the rock in his hands, as if he was praying, "I am happy," He threw the rock and it bounced five times.

Peter hadn't though much of it and picked up another rock, looking out into the ocean, "I am happy," he repeated, and tossed the rock.

Much to his surprise, the rock didn't bounce even once. It plopped right into the water as soon as it hit. He couldn't help but be surprised by this, especially when he knew he threw it the same as he did before.

"Are you sure about that?" Stan asked, "You gotta tell the truth or it won't work."

Peter quickly picked up another rock and spoke the words 'I am happy' again, and threw it, only to find it sunk straight away again. "Come on!" Peter shouted, "This is ridiculous!"

"I told you how the game works," Stan said calmly as he picked up another set of rock, "I love comics," he threw another one and it bounced three times. Peter stared at the rock in his hand while he picked it up. The truth was, he knew what he was really feeling, but a big part of him didn't want to admit it even if it was obvious. It was like admitting you had flaws, and he hated not living up to expectations.

"…I'm not happy," he muttered, tossing the rock.

It bounced seven times, and Peter watched it in amazement.

"And why are you not happy?" Stan asked.

Peter stared at the next rock in his hand as if it was the golden jewel of the world. How could this have actually been working? Were the lies really throwing off his focus that much? Perhaps this stretched farther than just rock throwing. He had been lying so much the past month, perhaps it was getting to him more than he thought it was.

"…I left the people I love," he threw the rock and watched it bounce seven more times.

"Why did you leave them?"

"I wanted to protect them," He threw another, it plopped right into the water, "…I was so scared of losing them," He threw one again, this time bouncing eight times.

"Why were you scared?"

"I don't …" he paused, dropping all the rocks he had in his hand, "Every time I love someone, I end up losing them. It hurts too much to keep doing that to them and myself. There's a girl now that I really like but I'm scared to tell her that and drag her into my crazy world."

"…Alright," Stan dropped his rocks too, "It's time, then."

"What?" Peter asked, "Time for what, Stan?"

"Good luck with everything, I hope I can see you around," Stan said and started walking away while Peter eyed him.

As he started walking away, Stan had taken something out of his pocket and played with it in his hands, throwing it up into the air and then catching it again. At first, he thought it was another rock he had picked up, but while it was airborne, he realized he was actually tossing around a gem. No, not a gem, it was a stone; an Infinity Stone.

Judging by its color, green, he could assume it was the Soul Stone. It allowed the user to steal, control, manipulate, and alter the living and the dead. It was also the gateway to a pocket dimension. If it was backed by the power stone, it could control all life in the universe. How Stan got his hands on it was beyond comprehension.

"Stan! Wait!" Peter shouted as he rushed after him.

…

The police station had been rather busy that morning. Officers and detectives searched through the city far and wide to find the wanted criminal known as Spider-Man. The way he was able to avoid them and two pro Heroes was cause for concern. They had no idea how dangerous he may be out there. Some thought that chasing after him was unfair, as he was doing the right thing in the end. Others have completely branded him a villain and fully intended to bring him down if they saw him. The rest were indifferent, content with following orders until told otherwise.

Naomasa was still distraught over everything. He can't help but feel part of this was his fault. Perhaps Peter would have turned himself in if he felt he could trust the police force. Any trust he may have had was thrown out the window when he was tortured during interrogation. He had no idea Toshi would try something as horrible as that; all he wanted was to just get some answers, not hurt the kid. There was only one person he felt he could talk to about this, only one person he really trusted to know what happened.

Naomasa leaned against his car outside the police station with his hands in his trench coat. He must have been waiting out there for a good twenty minutes while exploring the thoughts of his mind. Peter was a wanted criminal, and he couldn't change that. He still believed in the law regardless of who breaks it, but that didn't mean he had to be ok with it.

All Might, reduced to his weaker form, approached the detective and good friend with a sorrowful smile on his face. Naomasa appreciated how he was trying to lighten the mood with that famous smile, even in these darker times.

"Hello, Toshinori," Naomasa greeted, wincing a bit. He had only realized something now. Toshiyuki, the detective who tortured Peter, his name is similar to Toshinori. It's ironic that their names are similar in that regard; All Might was the symbol of peace, and Toshiyuki hurt people rather than help them. One inspires hope, the other inspired pain.

"Naomasa, your call sounded so urgent," All Might spoke with concern, "What's wrong?"

"I'm sure you've seen the news cast concerning young Parker."

He has, as a matter of fact, and he was heartbroken upon seeing it. The boy had so much potential to be a hero, and always stuck to that desire no matter what. Seeing him be branded a villain just seemed so impossible for someone like him. His first thought was that it must have been some kind of mistake, that they weren't talking about the same boy. Then again, he knew the police were looking into him concerning his records, and the existence of another Peter Parker in North America.

"Yeah, I have," All Might answered with sorrow, "It's …hard to see the name 'villain' or 'wanted criminal' be put next to his own. I know you were investigating him, but he's always been a good kid. He even kept my secret when he could have just spilled the beans."

"I know he's a good kid, but he's made bad decisions. Besides, that's not why I called you here. We discovered he did in fact falsify his records, and I wanted you to know what it took to get the information out of him."

"Why's that?"

"Because …" He found it so hard to continue, knowing how big of a mistake he had made, "I feel guilty about it. I brought in a detective from another city to help interrogate him. Toshiyuki, his quirk is called 'Forced Truth'. Anyone near him when he uses it tells the truth whenever they speak. If he pushes it, he can force them to speak without their consent."

"Strange, but I don't see what-"

"If you resist his quirk, it does damage to your body. Mr. Parker …resisted quite a bit, and Toshi didn't stop no matter what he was doing to him."

His eyes widened in shock, as if peering into his skull through his black eyes, "Are you saying …are you saying the station tortured him?!"

"…yes. I didn't realize it would go that far, but it's still my fault, Toshinori. I fear that maybe my mistake made him feel as though running away was his only option. I just wanted you to know that, I needed to get it off my chest."

Naomasa had been his trusted friend for years, and one of the few who knew his secret and was able to keep it. He would never do anything he felt was wrong. All Might didn't blame him for what may have transpired, but still frustrated him. Bad things continued to happen to poor young Parker and he just took it like a hero would. Now, everyone was out to get him and technically it was All Might's job to catch him. He didn't want to, but if he ever see's Peter again, he would have no choice but to arrest him. It broke his heart thinking about having to arrest a hero like Peter, but he might have no choice in the end.

"What happens now?" asked All Might.

"Everyone finds him, and brings him in," he stepped forward, "Which brings me to one more thing. It's why I wanted you to know what we did to him, so maybe you'll have a reason to say no."

"What is it?"

Naomasa tensed his shoulder, looking away for a moment before straightening his back and staring him dead in the eyes to say "The chief told me to ask for your help in finding and detaining Mr. Parker."

…

Peter ran as fast as he could through the streets, not bothering to follow the sidewalk or even the crosswalks. As soon as he left the coast beach, Stan had already been across the street. Every time he thought he was closer, it turned out he was a whole block away, just barely in view. It seemed impossible for him to move so fast since he seemed to be going at walking speed. Peter pushed through the crowd and jumped into the street, using his spider agility to leap over the hoods of cars and use them as steps. When he reached the other side of the street, Stan was another block away.

"How the hell …" He questioned while panting, "Stan! Stop!"

He continued on, staying as high as he can to keep him in view. From there, he could see Stan walking casually and tossing the stone up and down like a coin. Peter jumped to a lamp post and started leaping from one traffic sign to the next, getting some good distance, yet not getting any closer to Stan himself. Where was he going? How was he staying so far ahead?

Out of nowhere, Stan seemed to walk right into the road where cars were still moving. He miraculously wasn't hit by any of them, just managing to dodge them and remaining at a slow walking pace. There was clearly more to the old man than he originally had thought. Just who was he, really?

After a chase that seemed to drag on forever, he finally saw Stan leave the crowd of people in the streets and sidewalks, and instead enter a large graveyard that was next to the park where they first met. He didn't seem to be moving blocks at a time anymore, perhaps finally he could catch him. Leaping off the next traffic light, Peter soared through the air and landed in a patch of grass. When he looked up, Stan was gone again.

"Come on …" he started jogging around the graveyard, calling out his name, "Stan! Where are you?! We need to talk about something! Stan?!"

Peter stopped and saw him standing at the top of a small hill, seemingly staring at a memorial with his hands stuffed into his pockets. He wasn't moving away from it or vanishing into thin air, he was just standing there, having arrived at his destination. Peter trekked his way up the hill, passing by many gravestones that seemed to have been there for a very long time. It reminded him of when he would visit his uncle bens burial site back home, and leave a new set of flowers for those first few months.

Around the memorial Stan was looking at were tons of flowers and cards. Many of them said 'thank you for inspiring me' and 'your work kept me going. Rest in Peace.' It was rather sweet, perhaps he came here because it was someone he knew. Maybe this was Steve's memorial that people here in Japan set up, since he mentioned working with him before his death.

"…Stan?" Peter greeted softly as not to startle him, but he didn't seem remotely fazed, "Stan …that stone you have. It's really dangerous, where did you find it?"

"It's an equal love fest," Stan said, disregarding Peter's concern for the stone, "All these letters and gifts. A creator loves his fans just as much as they love the creator. I cannot tell you how much I love my fans. I sit at night sometimes thinking 'eh, what's it all about'?" He smiled brightly, still staring at the memorial stone, "And then I get a letter from a fan, or I read something, or I see something, or I remember something, and I realize it's so lucky to have fans. Fans who really care about you, and that's the reason I care so much about the fans, because they just …they make me feel so great."

"Stan …" he knew what that felt like. Feeling as if there's no point, and remembering those who love you and support you no matter what. The few people who liked Spider-Man back home gave him strength whenever Jonah was going off on him. There was even a fan club called the 'Spidey Squad', and they gave him a button to remember them by.

"There is something, if you thinking about it, something wonderful about someone caring about you as I care about them, whom you've never met. Who may live in another part of the world," He finally turned around to face Peter with a smile as warm as the sun, "Or another world all together?"

The way he was looking at him said it all. Did Stan know that Peter was from another world? Why else would he just say that out of nowhere to him, looking him dead in the eyes?

"I love them all," Stan continued, "And they love me, and that was enough to keep going no matter what. People didn't believe in comics, but we banded together and made it happen anyway. That's a kind of magic you can't possibly predict. Whether it's a card trick, or just some glowing stone," Stan took his hand out of his pocket and opened it up, revealing the Soul Stone in his palm, "This little sucker found its way to me, and filled me with so much life."

"What does that mean?"

"Never mind that, just take it. It's yours."

Stan took Peters hand and placed the stone tightly within his grip, patting his knuckles before letting go. Peter felt the stone within his hands, finding it hard to believe that he had reclaimed another one so soon. He hadn't expected this today, but it was a welcomed surprise. How did Stan even know he was looking for it? Why give it to him at all?

"I never got to finish my thought back there," Stan pointed out, "One thing I learned in my life is this; 'A life without loss is a life without love'. You can't avoid the love you get from others just because you're afraid of losing it. Having it in the first place is what life is all about, so don't deny yourself that right. Understand?"

"Is that why you brought me out here?"

"Don't ever forget this, promise me."

Peter looked between him and the stone. Was this his plan all along? To teach him to love with sentiments? It shouldn't be affecting him as much as it was, but it did. He barely knew the man, but it was as if he's known him since he was first brought to the world.

"What if I can't?" Peter asked, "There are people who love me, in ways that scare me. And …I love them in that way too. How can I love them if I might lose them?"

"Loss is apart of life. You can't have love without loss, it's just impossible. One cannot exist without the other. If you never loved, you've never lost. If you've never lost, you've never learned. If you've never learned, you'll never grow. That's why death plays a crucial part in our lives. If there is someone you love, let's say a girl, let yourself love her. Let her love you back, because you deserve that experience. As I always say; Excelsior, true believers!"

"Excelsior?"

"It Latin for 'Ever Upward'. Keep moving up even if you get knocked down. There is more than enough love out there for everyone, and we all deserve it."

Maybe Stan was right. Perhaps he was allowed to love someone even if he feared losing them. He always hid behind his mask to avoid loss because he thought he wasn't strong enough. He always believed Peter was the weak one, easily hurt by loss and pain and destined to fail no matter what. Meanwhile, he saw Spider-Man as the one who always succeeded. Even if the public hated him, he always felt like he was on top of the world, cracking jokes and poking fun at everything. Lately, though, these thoughts made him think of something Tokoyami had once said to him.

 _"Spider-Man is strong," Peters voice rippled, "Peter Parker is …weak."_

 _The crow sighed and leaned back, looking up at the sky, "No, he's stronger."_

Stans put a hand on his shoulder, leaning down to his height, "Excelsior, true believer."

Peter wiped away his tears and smiled, "Excelsior."

With a pat on his back, Stan went behind him and began walking away, feeling accomplished with the little time he was granted, "You know," he said, "I heard a rumor about the Soul Stone, that if it attached itself to a wandering soul, it could bring it into the real world for just a little while," he waved, "I'll tell Ben you said hello."

That last sentence caught him immediately. When he turned around to ask Stan what he was talking about, the man was gone without a trace as if he was never even here.

That's when it finally hit him.

Peter approached the memorial slowly and looked at all the many gifts. There was a teddy bear that said 'We will miss you' and another that said 'One person _can_ make a difference'. Hidden in the pile were comic books from the company Timely Comics, seemingly written by Stan and illustrated by Steve. The comics were decades old, being at least from the 60's, yet still in decent condition. Action figures of super heroes and small bobbleheads were placed there as well. Flowers spanned across at least a few yards in every direction. Signs were posted just behind it, saying 'That person who helps others simply because it should or must be done, and because it is the right thing to do, is indeed without a doubt a real superhero.'

Finally, he looked at the name written on the gravestone with a smile and a tear in his eye.

'Stan Lee, 1922 – 2018.'

He had nothing that he could say about it. The stone had given him a chance to help one last person before his spirit decided to move forward. The man was persistent, even in the world beyond. At least he had succeeded in what he wanted to do; Peter had finally realized what he was trying to tell him.

Stan had gotten so much love in his life and allowed himself to bathe in that love. It's what made him a better person, not shoving that love away out of pride. He never let that pride reject the love people wanted to give him. In return, he taught his fans so much about what it meant to be a hero. Not just stopping crime, but also doing what was right because you'd want others to do the same. If you want people to be good, you have to start letting them do good things for others, even yourself. You can only lose something if you know you had it in the first place. As painful as that loss may be, it also reminds you of the love you had and can make you smile again. A life full of good and bad times is better than a life full of nothing. Always move upward, and always believe in impossible things.

"Thank you for everything, Stan Lee," Peter said with a hand on the gravestone, "Rest in Peace."

He knew what he had to do now. Once he repaired his gear, he was going back to the city and finding his friends. He needed to find Itsuka Kendo, and tell her how he felt while he still could. It was time to stop being afraid, and start loving others again the way he's supposed to.

 **"Ever Upward"**

 **In memory of Stan Lee, 1922 – 2018**

 **An Inspiration for generations to come**

 **Rest in Peace**


	36. Reconciliation

As a direct result of the Sports Festival, all the students of 1-A and 1-B were interning for hero agencies to get a taste of what it's like to be a Pro. Normally, first year students don't get that chance, but they were a special exception this time around. The results came in quickly for class 1-A and 1-B, and everyone had gotten their internships. Some of them got several requests from Pro's, while others got none, but everyone got the chance to go somewhere, and they all jumped at the chance. It provided a good distraction from what's happened, if anything. Even though a lot occured lately, they tried to show their enthusiasm for the opportunity that was given to them.

Most of them.

Unfortunatly, not every student found it in their hearts to forgive Peter for what he's done. Mezo Shoji was still unsure of the status concerning Peter Parker. He was usually rather empathetic toward others, which was why he was still divided on the subject. Peter was a good guy who liked to help people when he could, so he could at least understand where he might have been coming from with how things turned out. That didn't make it easy, though, but it helped cope with it. Others like Rikido Sato were the same, unsure if Peter should be forgiven. After spending so long in their class, doing something like this just hurt whether they were close friends or not. Deep down, he was waiting for a reason to show forgiveness.

Kyoka Jiro didn't think the same way. Yes, like nearly everyone else, she admired Peter's skill and determination. However, she also recognized he wasn't perfect. From the start, she could tell something was strange with how he was thrown into class without warning, and everyone just accepted it, even her. Over time, however, she noticed how trouble just seemed to find him. He had been attacked so many times that the pattern caught up with her. Yet, in spite of this, she still defended him when Naomasa came to his arrest, mostly because she thought he was innocent. Now, she wasn't so sure anymore.

Jiro sat in the bed provided for her at her Pro Agency of choice. She was a few days into the internship, and so far, she was enjoying it. It was far more intense than the classes back in school, both physically and emotionally. Being able and allowed to help protect and save people was a win as well. Because of her quirk, she could plug her ear jacks into walls and listen to what is on the other side. More often than not she was good for dealing with hostage situations. At least she knew where her strengths were when it came to serious situations like that.

As well as where her weaknesses were.

It was hard for her to sleep that night as she couldn't stop reading on her phone. The screen was open to an article posted only a few hours before. It was about Peter, or more specifically, Spider-Man, with the brand of fugitive put next to his name. It made her angry to read and she should have stopped, but her eyes just kept moving down the screen. It wasn't terribly long, but it pointed out enough details to forge a timeline starting at the first attack in the police station.

Seeing what's become of Peter made her angry. After spending all this time with their class, even after being defended by them after the festival, this is what it comes to. Peter Parker becomes a wanted criminal. Granted, he's wanted for doing heroics without a license, but he's a criminal none the less. He's been at the center of at least three attacks in the last month alone, and now they hear he forged his papers to get into the school and possibly lied about his identity. She wished things could be different, but they weren't, and this was just the reality. She trusted him like everyone else and was stabbed in the back.

The only thing that helped her was plugging in her headphones and drowning out the world with music.

…

Wind blew over the tall empty rooftop and whistled a sweet tune. It was empty all except for one teenage boy, fiddling away at small wrist sized devices. He smelled of trash, having to dumpster dive to get the parts he needed for his gadgets. This roof was the only place he could be alone without interruptions. The entire building was closed for the night, no one was around except for the security guards on the first floor.

It had been a few days since his friends would have started their internships. They were scattered all over Japan now. Part of him hoped he'd run into one of them eventually, but had no idea what he would even say. After leaving them without so much as a goodbye aside from Kendo and Midoriya, they must have been feeling cold toward the whole situation. He only wished he could explain why he did what he did.

The wind blew in Peter's face again and sent his bangs upwards. His face pointed to the sky where he saw the moon, and it made him smile. It had been a few days since he left the city where U.A was. By now, all his friends would be in the middle of their internships. Everyone was spread out far and wide to many agencies to perform hero duties under the guidance of a pro. Despite the distance that was now between them, at least they could share the same moon each night.

Loading the gadgets with web fluid, Peter clasped the web shooters onto his wrists and extended the triggers to his palms. The design was much simpler than his usual ones, mainly because he had so fewer tools to work with. He wouldn't have access to the web gadgets he had come up with like the trip mine, web bomb or impact web, but he would at least be able to shoot and swing from his normal webbing. Since these were only prototypes based off his Mk 1 design, he needed to run a few tests to make sure they actually worked. It would be embarrassing and more importantly painful to start swinging across buildings only for them to fail suddenly. He couldn't set up obstacles or else the wind would just knock them down. Instead, he decided to go back to his roots, much like the first time he tested his webbing.

Jumping to the edge of the building, Peter pulled his mask over his face and looked to the streets below. Once upon a time, he was extremely scared of heights and wouldn't even climb one of Uncle Bens 16ft ladders. After getting his powers, he decided it was time to get over that fear, so he climbed to the top of the empire state building in New York. He wasn't so scared of heights after that; a distance like this was nothing compared to other days.

Positioned like a diver, Spider-Man leapt off head first into the night, zooming by the windows and just barely touching the outer wall of the building. When he was just two stories from the ground, he pushed away from the wall and shot a web that stuck to the nearest building. It tightened and swung him forward, then threw him up into the sky.

He cheered in excitement, feeling as though he had just regained a part of himself. Spider-Man performed a backflip at the peak of his flight before diving back down and shooting another web. He swung again and flipped forward, before pushing his feet off a building to change his direction and swing down another street.

Civilians looked at him in awe, some cheering and others confused. Peter didn't care, he was just glad to be back soaring through the air once more. It felt good, like he was home again. He would let himself free fall as his back resisted the wind, as if falling through water. His favorite thing to do most of all was reach the peak of his flight and feel as though he was floating in midair. The entire city became his playground, and he was a child on the swing set.

Perching on the next building, he took a moment to look around at the city he was in. With the police and Pro's on his tail, he's had to continuously move from city to city. In all honesty, he wasn't entirely sure where he was right now, or how far from U.A he seemed to be. He's done several hours of walking a day, taking time to hide, rest, and repair his gear. The stealth suit had finally been fully repaired and ready for use, though he only had one remaining power source for it. For now, though, his worry should be on figuring out which city this was and perhaps then returning home. It was time to do what he promised Stan, and find Itsuka Kendo.

Down below him, the sound of a television echoed from a store window. It was the brightest light on the street compared to the lamp posts. On the screens behind the glass were videos of a Pro Hero he wasn't familiar with. It was a young blonde woman in a red dress with jewelry on her wrists and ankles. Unlike other Pros he has seen, she was soaking up all the spotlight given to her by her fans. The Tv was playing a newscast of her going out and seeing her fans. He hated how so many heroes let themselves drown in their fans love. That isn't the way you should treat the people who admire you. If Stan Lee taught him anything else, it's that your fans should be just as important to you are you are to them. Had she been doing her job and then checking in with them, perhaps it would be different, but it was clear by her face she loved the attention, not who was giving it.

Her guests on the other hand were different.

He jumped down to the sidewalk to get a closer look at the scene playing on the news. Behind the woman and all her fans were two young girls he recognized in a heartbeat. One was Momo Yaoyorozu, dressed in her hero outfit. The other that made his heart skip was Itsuka Kendo. She was wearing a blue knee-length qipao; a feminine body-hugging dress with Chinese features. Over that, she was wearing a black double-breasted corset, ending just below her chest and starting above her waist. Equipped to her as well was a brown utility belt and a satchel attached at the back. To finish off her look, she was wearing heeled navy boots and a domino mask around her eyes.

Even in her hero costume, he couldn't deny how beautiful that she looked.

The only explanation for them being there was that they were currently doing their internship with that hero. He hoped she was excited to be out there despite everything that's happened recently. Both her and Momo were standing there rather humbly in comparison to the hero they were interning for. They probably wished they could see some real action rather than just standing around while their guide soaks in the limelight.

The news that was playing was more than willing to reveal where the Pro and his friends were, as it went on to say which city they were in as well as the agency. Just hearing the name, he thought it sounded rather familiar. Come to think of it, there was a good chance he saw a sign for that city on the highway he took to get _here._ If that's the case, then she wasn't far from here.

"I'm coming, Itsuka," he smiled under his mask and swung away toward the bridge out of the city.

…

It's only been a few days since everyone's internships had started. After being allowed to pick their own hero names, the members of classes 1-A and 1-B were sent off to work under the guidance of real Pro Heroes. To many, this would be the first taste of real risks and danger they would face while using their powers. Danger wasn't something 1-A was unfamiliar with, having fought against villains at the attack of USJ. However, even that couldn't have prepared them for the real world. The training and work they were put to was often harder than that of classes back at U.A.

At least for most of them.

This would mark another day where most of what they did was walk around and watch their mentor work. Both Itsuka Kendo and Momo Yaoyoruzu were interning under the guidance of Pro hero Uwabami. She was extremely popular with the people due to her good looks and charm. Many often associated her as the celebrity hero, spending more of her time doing photo shoots, walking red carpets, and filming for TV and commercials. Her prime focus wasn't on crimefighting, as many would think of her being a pro.

Neither of the young girls were excited for seeing this day in and day out. The most exciting thing to happen so far was being told they would be in a commercial with Uwabami and it would end up on TV. Beyond that, all they've really done is walk around and watch her get greeted by fans while they get ignored moist of the time. It wasn't exactly the taste of being a Pro they were hoping for. Still, Momo tried to keep her spirits up, mostly because she felt as though this was all she deserved.

Momo still hadn't recovered from everything that happened at the festival. Besides losing her first match in under 15 seconds, Peter had still been missing since being taken away, and was now a wanted fugitive. It was hard to get excited about what she was doing with that information on the brain, so all she could really do was latch onto the smallest thing that would make her feel important. She couldn't help but think that Peter decided to go on the run because he didn't want to come home and see her. He must have hated her for what she said so much that he preferred to stay away instead.

Kendo knew the truth about why he was gone, and why it was important he stay away. Seeing the turmoil on Momo's face was hard because she could tell she was blaming herself. It would only take a few words to reassure her this wasn't her fault, but that meant revealing what really happened that night, thus breaking the promise she made with him and Izuku. Besides, if anyone was gonna blame anyone, Kendo was going to blame herself.

The silence between the two girls was unbearable while Uwabami signed autographs. She had to break the tension somehow or this would go on forever.

"So," Kendo spoke suddenly, "How many autographs do you think she signs per day? I'm getting pretty impatient to fight some crime, aren't you?"

"This is what a Pro does," Momo answered while trying to force passion into her voice, "To become the best one day, we need to understand every aspect of that it takes to be a hero!"

"Yeah …but I mean, this is the third day in a row where we watch her soak in the limelight. I'm not trying to talk bad about her, but isn't she known for not really fighting any crime?"

"Sometimes being a hero is about more than fighting crime, it's about connecting with the people."

Kendo looked back to Uwabami, fans surrounding her and holding their photos and papers out to be signed. They all looked to her like she was some kind of god, and she was more than happy to accept that kind of loyalty as she blindly signed one after another, "That doesn't seem like _connecting_ to me. Connection is opening up to someone and showing them who you are beneath the fancy cloths and jewels. There is more to every person than what is shown in the media, but everyone instead clutches to what is given to them on the surface. It gets to a point where even the person in question can't see what's underneath."

Momo turned her head with a raised eyebrow, "Where did you learn all that?"

"I guess Peter rubbed off on me-" She caught herself too late, seeing the look of distraught on Momo suddenly take form. Just as she seemed to have taken her mind off of it, she forced the memory right back into her head. It was hard on both of them, and they couldn't avoid it no matter how they tried to.

Screw it. She couldn't just avoid the topic.

"Peter isn't a criminal," Kendo stated confidently, "I don't care what the news say, and I don't care what the Pros think. Peter is a hero all the way through."

Momo couldn't even bring herself to speak back to her and get the conversation going. Her mind flooded with images of the last time she saw him and it make her want to choke. In no way did she feel strong enough to tackle this anymore. When she first joined U.A out of recommendation, she felt confident she could do this. After the sports festival, everything had drastically changed. She saw how strong the others really were in comparison and just snapped. Along side them, there was no way she could ever become a hero. She couldn't stop herself from feeling so useless.

"There is nothing that we can do about it …" She said softly, "We have to live with the fact that he isn't our friend anymore."

"You don't buy that, I know you don't," Itsuka retorted, "You care for him."

"Not as much as I thought," He instinctively spat out, "I projected my insecurities onto him and called it romance, but it was never that at all. In Peter, I saw what I was not and resented it without even knowing. I idolized that and convinced myself it was something else. I did that to him, I put him on that pedestal and made him feel horrible about it."

She tried to comfort her in some way, but Itsuka just couldn't find the words for it. That shame and guilt was clutching onto her heart like a raven's claws. Until the raven finally calmed down and stopped flapping its wings, those feelings would never go away.

"Alright girls!" Uwabami left the crowd with her hands resting on her hips, "Let's keep going. There are still plenty of people who want to see us!"

Momo quickly sped to her side, Kendo following reluctantly after. There was still so much pain in her and there was little she could do to mend it. So much guilt had been placed on her shoulders, it reminded her of how she saw Peter, carrying more weight than what is required or even asked of.

As the three continued across the sidewalks of the city, greeting fans and paparazzi, a fourth figure followed them from the rooftops. The arachnid hero jumped from perch to perch on the buildings roofs and looked down below. Despite the broad daylight, no one was really noticing him up there, though he was wearing his repaired stealth suit just in case. The lenses used their zoom-in function to get a closer look at them, so he wouldn't have to position himself too close to the street. Just as what happened on the news the day before, this Pro hero was more focused on the limelight than actually being a hero. Though he had many words he could say about that, his mind was only trained on one thing.

Having finally accepted his feelings, he could see just how beautiful Itsuka Kendo was, even when in her costume. The way her red-orange hair flowed in the wind and how the light shined on her eyes was breathtaking, enough to make his heart speed up just seeing her. He smiled brightly under his mask, not even realizing he was blushing. He had never realized how deep these feelings ran since he spent so much time rejecting any form of romance. Now, he was feeling it in full throttle, and it made him happy. For a few moments, it was as though he was feeling peace again, perhaps for the first time in a while.

Then, the nervousness took over.

He stood up and paced on the roof of the building, taking deep breaths and trying to loosen his shoulders. It felt worse than having to do public speaking for a project in classes back home, probably because those often ended in paper being thrown at him. What can he say; paper balls are trauma weapons.

"Ok, ok," he said repeatedly with a stutter in his voice, "What should I say? What should I say? Uh … 'Hi Itsuka! It's me! I know it's been a while and' - ugh that's dumb," He bonked his own head of stupidity, "Uh … 'Kendo! Wow, fancy meeting you here'- no that's stupid. 'Kendo, I know you're probably still mad but'- Ugh, don't _remind_ her."

He went through several different iterations, calling each one worse than the last. If it didn't sound dumb, it sounded insensitive. It had been so long since he tried talking to a girl about his feelings that he actually forgot this was how it felt. The nervous shaking in his fingers and the quick breathing that fogged up his lenses. He hadn't been this nervous since trying to ask Mary Jane Watson to the school dance.

The boy finally stopped and took a deep breath. After feeling all of that stress, it was as though something crossed his mind and slowed his train of thought. A single word echoed through the walls of his head, as if to empower him.

"…Excelsior," he said quietly, rolling his shoulders to remove the tension. Overthinking wasn't going to work, he just had to go with it and keep moving upward no matter what happened.

The three women stopped once again to greet the Pro's many fans, earning photos and autographs from their hero. The young girls were left once again to watch her soak in the glory as they stood helplessly in the corner. They had been silent ever since the last encounter, finding no real words they would be able to say to one another. It was nothing but tension, horrible and agonizing tension.

Come to break the ice was a phone call from Itsuka Kendo's phone. It rang and vibrated annoyingly, and she almost didn't answer it. The only reason she had was because she needed to get her mind off of things. What was strange was that there was no caller I.D, so she assumed it was a wrong number or perhaps someone who go a new phone. It didn't matter to her, she answered it regardless, greeting the caller averagely.

" _… Kendo?"_ Peter's voice came through, " _It's me."_

Her heart nearly fell out of her chest. She was so taken aback that she almost thought this was some kind of prank, but she knew his voice anywhere.  
"…Is it?" She said softly, not wanting to alert Momo to who she was speaking with. That may have been to much for her to deal with right now.

Spider-Man in the meanwhile was using stealth mode, operating a street phone not far from them that he paid for with the few coins he had. His own phone barely ever worked, minus the one point when Goblin made May call him, but he assumed that they had used some kind of technology to do that.

 _"Go to the alley next to you and get out of sight."_

Peter hung up before she could ask why or where he even was. Not even an explanation was given to her, but she didn't care. This was more than she thought would happen today and she needed to jump at the chance before it was gone. "Momo, I'm just going to talk to my parents real quick," She said, still holding the phone to her ear as though they were on the line. When Momo nodded to her, she dashed for the alley and turned the corner, where she was out of sight of her, Uwabami and the crowd of fans.

Her phone now stuffed away, she looked above her and expected to see him rappel down on a web, or crawl on the wall. Hell, even if he just jumped from the roof, that would make her happy. Whatever it took to see him again after watching him go that night. She waited a moment, but he had yet to appear and her thoughts started racing. What if it was a scam? What if someone who had her number was just playing some sick prank on her? Or worst of all, what if she was so desperate to see him again that she imagined the phone call.

Behind her, Spider-Man took visibility once more with his battery at 89%. Kendo hadn't noticed him standing there yet, but there was no point in waiting as he cleared his throat.

She turned around quickly and with a short gasp, staring at the arachnid in a suit she didn't recognize. Despite that, she knew it had to be him with the masks shape and the large symbol on his chest. She hadn't rushed to hug him right away, wanting to be absolutely sure she wasn't being duped somehow.  
Peter had thought of a dozen different ways this conversation could have gone. A dozen different greetings he could have given her with many different tones for each. Instead, he opted for the silent solution as he slowly took off the mask of his suit and dropped it gently to the ground beside him. His face finally forced the tears out of her eyes and she smiled uncontrollably. She didn't need permission to finally jump into his arms at full force and hang on as if something was trying to pull her away.

Even Peter had started crying when she was finally in his arms again. He could feel her heart beat pound against his chest, a feeling that gave him hope and reassurance that this was really happening. His hand stroked the back of her head to comfort and ease her into reality. This was real, and he finally came back to her. A few days without him had felt so much longer. She didn't need him to say anything to know that he was sorry; the way he clung to her was enough.

"I missed you so much!" Kendo cried through her tears, choking on them, "Peter, I-!"

"I know, I know. I've got you," he reassured, "I missed you too."

The embrace continued in silence as they took in the reality that they were back together. Neither of them wanted to let go of the other in fear of being unable to hold them again. It was in this moment the fully realized how much they not only cared, but also needed one another. Being apart for only a week long time had thrown them into such distraught when finally reunited. It was as if coming home from a world of torture and never wanting to go back.

Her head rested on his chest; her hands clutched to his back as she smiled. She didn't need to ask where he had been, or what he had been doing. All that mattered to her right now was that he was here with her, everything she wanted since he left on his own. She still retained the information from the Mind Stone, so she knew everything he has been through and no longer wanted him to go through it by himself.

"…I'm sorry I didn't come see you sooner," Peter apologized, "I wanted to but …I'm sorry."

"I know," She said, finally backing up enough to look him in the eyes but still hanging on, "You were trying to protect us."

"But I was going about it all wrong," He corrected, "I um …I met this guy, to put to simply. He helped me realize what …what actually matters."

"I …I don't understand."

"Neither do I, fully," he laughed nervously, "Um, I guess I …well when I first got …when I became Spider-Man, I mean not _right_ when I became- I mean when I started fighting crime, I thought I couldn't be happy and fall for people because they would just get hurt so I shut myself out and …well that's why I left because I thought I had to deal with it myself but I don't, I …" He tripped over his words so much that he came to a full and nervous stop. There was a good chance he had only confused her further.

"Peter," She cupped his cheeks and massaged his skin under his eye, "Don't think about it."

His heart was beating too fast from the adrenaline of seeing her again. He tried to slow his breathing, but it made his chest hurt. Peter needed to find something to focus on and calm himself down. That's when he realized how close he was to her. Their chests were just an inch from touching one another. He hadn't been this close to someone before, much less a girl his age. It caused the blood to rush to his cheeks. All that was on his mind now was her, and nothing else.

"…I once told you this was my war," He said, "But a wise man recently told me something. He said 'A life without loss is a life without love.' He lived his life allowing himself to love the people who cared for him, even if he may lose them, or they may lose him. He knew that having that love in the first place would overcome having lost it. I don't want to avoid love just because I'm afraid of losing it."

She had never heard him talk like this before. Every time they spoke about this crusade of his, he always had the same viewpoint; he needed to fight this alone because everyone who got involved would only get hurt. He always carried the weight of the world on his shoulders and refused to let anyone help. Now, he was talking differently. Something inside of him had changed and she was only now seeing how much his face seemed to be glowing with happiness. It was like something or someone had opened a piece of his heart he kept locked away for so long. The light coming off his eyes was enough to make her blush the same way he was.

"I don't want to deny my feelings anymore, basically," He finished.

"Feelings about what?" She asked, feeling as though she knew exactly where he was going with this, and it made her heart flutter.

"My um … You know this part is actually the hardest one but I'm just- I want to get it out of the way so we don't run into that cliché where the two get interrupted before the confession-"

"Peter."

"-I like you," He spat out, "I …I really like you, Itsuka Kendo."

It took everything in her power not to kiss him on the spot with the smile on her face joyfully hurting her cheeks, "I like you too, Peter Parker."

Part of him had expected she would reject his feelings and wish to stay friends, but the fact that she had instead returned them in kind only made him like her more. Talking about his feelings was not an act he knew well, but he could easily get used to it if this is what it feels like.

"You know …uh …the most common response I get to admitting my feelings to a girl is 'no', so this is a surprising first," he laughed.

She laughed with him, wrapping her arms around his neck, "Any other firsts you haven't had yet? First date? First kiss?"

"Yes, and yes, actually. I've kind of always been the nerd without charisma. As long as that doesn't bother you. Along with the fact that I'm still a fugitive."

"I don't think anything could get in the way at this point," She paused, the smile slowly leaving her face, "But you are …still wanted by a lot of people. I – I just don't think that's fair. There must be some way we can prove your innocent."

The smile on his face faded as well, but into one of calm, rather than worry, "That's the issue, Kendo, I'm not innocent. I fought without a license."

"But you did it for good reason. Couldn't we convince them of that? Is there no way we can give them proof so they back off?"

"Proof?"

"Of the …you know, the multiverse?"

Explaining a topic as complex as that wasn't an easy feat. He was only able to get Kendo and Izuku to believe it because they saw his memories unfold thanks to the mind stone. Without that, proving the idea to anyone else would be impossible and only make them look crazy. Still, that didn't necessarily mean the stone was the only way, "Well, I suppose … the only way we can prove it without the mind stone is if we could get some people from my world to come here."

"You're world?"

"Yeah. The multiverse is a bit more accepted over there. Leading scientists like Tony Stark and Reed Richards have been studying it ever since Thor joined the picture."

She double took his statement, having to blink a few times at the mention of the name, "Wait, as in the god of thunder in Norse mythology?"

"Yeah," he dragged out his word, "My world is weird."

"I wanna go there," She laughed.

"The point is that they would have to have some definitive evidence. If I could ever find my way back there, then maybe there would be a chance …"

She swiftly kissed his forehead and made his blush increase in intensity, "I'll take that as a plan. That Doctor Strange guy is still looking for you, so maybe he'll come up with something?"

"Maybe, I hope so anyway. It would be nice to come home," He smiled sadly, before it faded into purely sorrow, "How um …how is everyone? Momo, specifically, since she's only a few yards away."

She dropped her head and finally let go of her embrace with him. It only took a peek around the corner to see that Momo was still standing quietly while Uwabami took in the fame and admiration from her fans. The look on Yaoyorozu hadn't changed, either. She was still internally distraught and watching their guide receive love didn't help. Momo felt she wasn't good enough to be a hero, so seeing their supposed mentor get love and respect on a dime while she was ignored only cemented those feelings in her heart.

"She's …struggling," Answered Kendo while peering around the corner, "Her confidence lately has severely dropped after the festival. I mean, she thinks watching Uwabami get loved in the limelight is what it takes to be a hero; watching others to better than you."

"She's been different since then, I noticed. I think its because she lost to Tokoyami."

"And she watched you get arrested. That messed up a lot of people, especially in your class."

Mostly he had been thinking about a select few in his class, but not the entirety. There were plenty of people in there, some he never actually had a conversation with, "What does everyone think of my …new status?"

"Well …most of them don't find it fair, but some of them …haven't forgiven you."

"Yeah …yeah I figured that."

It made sense not everyone forgave him. After what he did, earning their trust and friendship, turning around and becoming a wanted criminal would be a major blow toward that. He wanted so badly to explain the truth and get it all back, but that required proof he didn't have yet. Everything fell apart in such a short amount of time and he hated it.

Excelsior, he thought to himself over and over again. Stan said it meant 'Ever Upward'. No matter how far down Peter thinks he has fallen, he knew he had to keep climbing up. There would always be a way out of the darkness even if he couldn't see it. He just needed to keep moving up and hold onto the things that matter most.

"Kendo!" Momo shouted from the end of the alley, "We're moving on!"

"Coming!" She called back.

Kendo quickly rushed into Peter's arms without a second thought, hugging him tightly with her face buried into his chest. He was a little surprised, but still embraced her warmly and rested his head next to hers. His worries and doubts faded away with her near him; that's how he knew this was real. What he felt for her, every heart beat and stomach butterfly, it was real, and it's what was keeping him moving upward.

"Don't leave town," She whispered, "I want to see you again, ok?"

"I'll come by the agency tonight if you want," he suggested, "Maybe we could go for a swing? I promise It'll be fun."

She chuckled, "I'd like that."

With one final goodbye, Kendo rushed back out of the alley and rejoined Momo and Uwabami. Momo immediately noticed the smile that seemed to be glued to her face, but brushed it off quickly. It wasn't her business to ask, she thought. The three of them continued forward down the street while Spider-Man watched from above.

Ever upward, just like he said.

…

The league of villain's hideout had become much more cramped recently. The arrival of new villains wasn't planned, but it would hopefully prove useful. Prior to his arrest, the Green Goblin lent them villains to use in their attack. With him out of the picture, Lumina tried to take up the deal, but only wished to keep them at bay. As a result, many of her workers came to be allied with the League. The only issue with this is now they need more room in the bar. It was far too cramped for their own good, but they've had to make due.

Tomura Shigaraki didn't very much like the new fish in the pond. They were useful, yes, but they were loud and obnoxious. Their costumes were too colorful and their mouths ran for too long. The only reason he didn't simply disintegrate them all now was because the big man told him not to. With their attack coming up soon, he needed them to work with the Nomu's and more importantly with him rather than be dust on the ground.

It was time they got their name out there and crush the reputation of the publics so called 'Number one Hero', All Might. It was always All Might that caused him so much pain. Everyone's eyes were on him, not the league. He was too colorful, too loud. All Might stole the spotlight that should have been his, and he hated him for it and so much more.

"Tomura," Kurogiri, his ally, addressed him, "Stain is planning his move tomorrow in Hosu, we should greet him then, before he gets to his dirty work. The newbies and the Nomu's are ready as well."

"Don't tell me this!" Tomura complained, "Just get everything ready! I want to see heroes die and soon!"

"We'll get right to it. On another note, the other villains suggested we release the red one onto the scene, cause a little more …carnage."

"Hmm …" Tomura pondered. The red one, as they called it, was one of two in a set. Red was far more destructive than the black and blue one, and would surely get peoples attention. The only problem was that he was unpredictable, and would likely only fight for himself. It didn't matter, though, as long as the fight was pointed at heroes, the results would be the same.

"Fine! Do it! Release them both for all I care! The red one annoys me anyway …"

The front door of the bar slammed open against the wall and startled everyone inside. Standing there with her shoulders risen was Lumina, fully dressed in her armor. Even though none of them could see her face, it was easy to tell how angry that she was. The vibe coming off of her was terrifying, drastically different from when they last saw her in the warehouse. Some of the villains who once worked for her looked away awkwardly. Why was she here, they wondered?

Lumina paced forward toward Tomura in silence, somewhat scaring the others around her. She recognized many of their faces, and now felt a certain malice upon seeing them. Part of her seemed to blame them for everything that's happened, including Quinten Becks death. Had they continued working with her rather than try and find a faster way to get rich, perhaps he wouldn't have died for her cause.

"Lumina, what are you doing back here? You know you don't belong here," Tomura scolded, "This is my place! Mine! Now get out!"

She paused, feeling cold and angry, while also sad and grieving, "Quinten Beck is dead," She stated.

This got the attention of the many villains from another earth. They murmured to each other about what she said, finding it hard to believe he was actually gone. It seemed like the status quo had been shattered somehow. How did he die? Did someone kill him?

"Why should I care about what happened to one of your people?" He said insensitively, "What do you want?!"

"I want my people back."

The villains laughed at her, which didn't help the way she was feeling. Otto had become cold to her since Quinten's death, as did Peter after discovering her secret. Her friends were abandoning her one by one and she wasn't in the mood to deal with this, not today, "I'm low on muscle. I want some of my people back from you. I don't care how it gets done, even if we have to strike some kind of deal."

"A deal?!" Tomura laughed, "You have a bad history of falling short in your 'deals', Lumina. Get out of here, I'm stick of looking at you!"

She hated having to talk to him. He always acted like a child, only thinking about what he wants and no one else, then getting angry whenever he was opposed. She thought he was immature, selfish, and childish, every quality a pure villain would have.

She hated villains.

Her clenched fists sparked a powerful glow as rage built up inside of her. She came here hoping for some kind of miracle, but she should have simply expected this. Otto and Quinten were the only ones who stayed with her. The others would never come back to work for her no matter what she did. More than anything she wanted to solve this with violence, blast them all to hell where they belonged. However, if she did that, she knew she wouldn't be any better.

The glow in her hands subsided, and she relaxed her shoulders.

"Fine," She stated before storming out of the bar.

Once she was outside, Lumina leaned against the wall of the alleyway and groaned in annoyance. Why did she even bother coming here? What did she think was going to happen? Their villains, they don't care if someone they knew died. All they ever care about is themselves and nothing else, and it made her sick to her core. She had been fighting so hard for this, and now she might as well be all alone.

"That could have gone better," A voice said. She looked up and saw a figure standing on a fire escape. He was looking down at her with a lazy body posture. She didn't need to illuminate the alley to see that the figure in question was the assassin known as Nightmare, "You can't expect much else talking to those guys, believe me. I spent a long time working with them and I know how stubborn they can be."

"You worked for them, Nightmare?" She asked.

"Oh, so you know me?"

"I know of you. You're an assassin, a hard one to track too. Pro Heroes have been searching for you for a long time but can never catch you."

"Guess I'm just too fast," He gloated, "Yeah, I worked with their boss for a long time. He's the guy who gave me my bearings."

"Good for you," She said coldly. Her hero instincts were telling her to arrest him, knowing that he was a wanted criminal and murderer. However, she wasn't Overcast right now, and it was broad daylight. She didn't want to cause any scenes if she didn't have to. Besides, she had other things to be doing right now with only one stone left to be claimed by someone.

"I can see how tense you are," Nightmare stated, "Must be really hard not to punch me, huh?"

"Do people always punch you after you meet them?"

"Only heroes like yourself, Mayume."

The marbles have dropped. Her words completely escaped her after hearing how casually he mentioned her name. How did he know who she really was? She's made absolutely sure to keep her secret in the dark; almost no one outside Otto knew who she was under the helmet. Was that why he was here? Was it because he knew who she was?

"Secrets are funny, aren't they?" He asked, jumping to the next level on the fire escape, "I bet we could help each other with a few things, couldn't we? Like finding those Infinity Stone things."

"What?!" She asked in shock, "How do you know all this?!"

"There are a lot of things I know, Mayume," He poked his helmet, "I'm a smart guy."

Nightmare was speaking as though he knew her. Whenever he had said her name, it was as though he's said it a hundred times before. Did they know each other somehow? Had Mayume met his true identity and just not remember? The thoughts were spiraling too fast in her mind and she couldn't keep up.

"If I managed to get your attention," Nightmare continued to climb, "I want you to find me after the chaos is over. That little event the League is planning? It's gonna happen soon. After it's over, let's meet up, maybe we can strike a deal."

"A deal for what?"

Nightmare reached the top of the building, looked down at her and said "To find the Time Stone," before vanishing from the rooftops.

Lumina tried flying up to catch him, but he was completely gone from sight. With his quirk, there was no way she could keep up with him if she tried. He was playing a game with her, it was obvious. Luring her in with information no one else could know, then teasing at the location of the time stone. He wanted her help somehow, and the stone was his motivation. Was he looking for them too? With a quirk like his, why did he even need her?

Who was he?


	37. Intersection

Don't do it, All Might told himself.

He sat all alone in his home with a folder of files on the coffee table. The symbol of peace had been staring at it for the last half hour trying to figure out what he should do. Naomasa gave it to him to consider the offer from the chief of police. They recognized the 'growing threat' of Spider-Man, aka Peter Parker. Pros have tried to catch him, including one in the top ten, Miruko. Unfortunately, none of them have been able to apprehend the vigilante. Feeling as though they were out of options, they decided to reach out to the best of the best. Apprehend Mr. Parker, they told him over the phone before sending the files over.

It took him this long to even consider opening it.

He recognized how shady Peter has been, but it didn't make this any easier. There was never a sense of illusion when it came to seeing Peter for who he was. True, he's done things that are illegal and questionable, but if he knew him at all, then he did it for good reason. They fought together at the school, and the kid only cared for helping the others. He was a hero, but now he was supposed to treat him like a villain.

Everyone thinks its so easy to be a hero when it isn't. He's just supposed to catch the bad guys and no one really cares what they did or why. Was Peter right, he wondered? Did the government rely too heavily on heroes? Did the public see them as celebrities with an image to uphold? If he didn't do this, people would see him differently.

It wasn't about image, not in the same way as others. He didn't care for his image because he wanted attention, he cared because he was the symbol of peace. His image inspired hope to everyone around him. If catching Peter was the only way to reinforce that for others, should he really deny it?

…

For the first time in so long, he felt unbearably happy.

The moon had begun its journey into the sky now, shining it's borrowed light over a city of ungrateful souls. Spider-Man reached the peak of his swing and flew through the air. There was no crime to rush to or anyone he was running from. He felt as free as a bird up there, soaring along side them as if there was no gravity. That feeling in his chest was gone now; the heart that once caused him nothing but pain now brought him endless joy. Even though he was still wanted by police, he was also wanted by someone he adored.

While he had no idea where their relationship would go, he didn't worry too much on it for now. He wasn't running from anything now, instead, he was running toward something; toward her. Peter would allow his body to fall through the air just to shoot a web last second and swing close to the ground as if on a swing set. He felt like a kid again, when worries were mere thoughts and ideas he couldn't comprehend. If this is what it means to let love in you heart, why did he ever push it away?

Rain had begun to pour down on the city. Peter carried his backpack over his shoulder and ran through the liquid bullets that fell from the sky; It came so suddenly and he wasn't prepared for it. The current time was around 8pm yet it looked to be much later with all the clouds in the sky. For someone who was done running from his problems, he was running pretty fast from this weather.

The nearby Soup Kitchen came into view, titled 'Hungry Haven'. The lights were still on and people were moving about inside. Instead of immediately running inside, he stopped and stood there in the rain while he stared through the window. It pained him to even think about taking resources from a place like this, especially since there were other people who needed it more, but he was hungry. He hadn't really eaten anything big since Stan had gotten him that sandwich. Kendo should be expecting him within the next hour, so he knew he had time. Really, nothing was holding him back except his pride.

If he was gonna eat anything, he would have to swallow his pride first.

Finally, he got out of the rain and inside the building. The lights were a warm yellow color that gave him a sense of comfort. At least a dozen people were inside, counting both guests and workers. Everyone being served was either homeless or just couldn't afford food. Their cloths had holes and dirt all over, some hadn't bathed in a while much like himself. This was why he loved places like this; it was the peak of basic human kindness. The employees worked for free, and it was all based on donations.

He sat at the only available table left and placed his bag under the seat, quietly webbing the strap to the chair leg in case someone tries to take it. You're technically supposed to go up to the counter and pick what you want, but he needed to stay off his feet for a moment. He had been moving from city to city for the last week and it was tiring. Other than when he slept on a park bench or in a tree, he hasn't gotten a lot of rest since setting out as a wanted criminal.

Not long after settling in, the door opened once again and a man came walking through. He was blond with gray-blue eyes, and had a large scar splitting his forehead. From the very first second he came in, Peter could sense a strange vibe from him, but It was hard to figure out if it was good or bad. He went straight to the counter and took what he wanted like he was a regular. The man didn't seem very happy, barely content with being in the building.

He started coming Peter's way, making him realize the table he was at was the only one with an available seat. Peter had hoped to sit alone, but you can't always get what you want. The blond man sat down with his food and greeted Peter with a blank look.

"You seem pretty young to be in here all by yourself," said the man, "What's your story?"

He wasn't sure if he should answer to the man, but there couldn't have been much harm to it, right? It would only be a friendly conversation as long as he was careful.

"I'm just really unlucky," Peter answered, "Seems to run in my family."

"A lot of people are unlucky thanks to the world we live in now," he said, taking a bite out of his biscuit, "I mean, look at me. Couldn't afford my own dinner tonight so I had to come here again. Seems I drew the short straw." He went back to his food as though he was satisfied with the interaction.

"The world rigs it so they're all short straws."

The man stopped and put down his food, suddenly intrigued once again, "That so?"

"Honestly, yeah," At this point, Peter just wanted to get things out in the open, and perhaps this man would understand, "You do one thing for whatever reason and the world reacts as though you've offended it. It's not all bad, though."

"How's that?"

"You come to realize you can't let the world push you around. You need to make your own outcomes and just be yourself."

"You're pretty chipper," He took a sip of his drink, "I agree with that last part. The most important thing a person can do for themselves is understand who they are as an individual."

"Sometimes that's hard, it feels like I'm two people."

The man's blank expression completely dropped. Everyone else he might have forgotten about after today, but that was a sentence that stuck with him. If anyone understood what that was like, it was him.

 _Oooo! He's speaking our language!_

The voice in the man's head was loud and irritating, but he kept a straight face for the sake of it.

"I feel like that all the time. So, which one is the real you?"

Peter sat back and thought about this. For most of his life he was weak and afraid. After gaining his abilities, he found himself more confident and stronger. Nowadays, he takes on both personas to do what he does. He's done is so much now that sometimes he did question which one was the mask and which one was himself.

"I made them both, so I'm not sure," he answered, "What about you?"

"When I've got an answer, I'll let you know," He looked to Peter's empty side of the table, "You gonna eat _anything_?"

"Oh! Right," He stood up and marched over to the counter for a tray.

 _Let's adopt him!_

"Where the hell did that come from?" The man asked.

 _You're asking me that? Me? You_ are _crazy! I just like the kid! He gets it, buddy! He totally gets us!_

"So what? He's a kid, why should I care? What does he even know?"

 _You were a kid once too! Make friends already!_

"I don't need friends."

"You sure?" Peter asked.

The man looked up and found him standing there, one eyebrow raised. A scent of embarrassment came off the man now, knowing for sure the kid would judge him just like everyone else.

"Relax," Peter reassured, "I talk to myself sometimes too."

 _Hug him and never let go!_

Peter sat down with his food and locked his fingers together, "You'd be surprised what having friends can do."

"I don't think so, kid."

"…What's your name?"

"Jin Bubaigawara."

"Jin," Peter addressed firmly, "if I have learned anything recently, it's that there are special people out there for everyone. Someone somewhere not only understands you, but admires and clings to you. You may look down on yourself, but they look _up_ to you. You just need to keep moving upward to find them."

Jin spent a lot of time alone, especially recently. He was once overbearing and lazy, but something changed him inside, something that drove him mad. There was little beyond a good cigarette that could stabilize his mind. Having friends wasn't something he was keen on trying, but the kid did make it sound kind of nice.

"Friends, huh?" he laughed, "I'll think about it."

After finishing his food, Peter said his goodbyes to Jin and left in a hurry.

 _I hope we see him again!_

"We'll see."

 _If we wanna make friends, we could always go to that comic book convention in Hosu. It's not too far right? Please?!_

"I said we'll see!" he said, aggravated.

…

Peter looked upon the Uwabami agency with his hood on his head. The rain had finally begun to slow itself down to a crawl, though it was still a bit humid. Lights were on inside the building, telling him people were busy. It made sense; Pro heroes were probably always busy. They shouldn't make the interns work past a certain hour so they can sleep, meaning Kendo should be finished with their daily work any time now, whatever work that may be. Uwabami, the Pro Hero, was a celebrity first and a savior second. Whatever work they did probably wasn't what he assumes it should be, or what they would prefer it be.

His impatient was crushed upon seeing Itsuka step out of the building in a hood and jeans and begin walking down the sidewalk, looking behind herself. This was it, the moment to see if it was all really worth. The time they spend tonight will determine if they truly want to make this work.

"Here we go," Peter took a deep breath and leapt into the air.

Itsuka kept her hands in her pocket and her head to the ground so she could avoid the rain, as light as it was. She wasn't quite sure where to go or how to find Peter if he wasn't here yet. Much like the first time they met, she thought just walking through the city would be enough. The young hero was nervous for this, and what it meant. What she felt for Peter was strong, this she knew. What she didn't know was if this first night would go well. What if they discovered they didn't feel as strongly as they thought? What if he changes his mind again and goes the lone wolf route? She had never confessed her heart like this before, and she didn't want it to break so soon.

The familiar sound of his web shooters made her smile and turn around, pulling her hands out of her pocket. She saw him swinging down toward her without stopping, one hand hanging and reaching for her. As he came to the lowest point of his swing, she grabbed his arm and allowed herself to swing up with him.

They both swung high into the sky on the web. When they reached the peak height, Peter quickly pulled her close and wrapped one arm around her, while she hung on with both. Their faces were close together as he shot another web and swung forward. The last time they did this, they were trying to escape Hydro Man. This time they weren't trying to escape anything, now they were embracing something totally new.

The feeling of the wind on her face was different but fascinating. Swinging up and down like this sent butterflies through her stomach, like as a kid when they would drive over a hill. The acceleration was nothing she ever felt before; it was exciting just as it was calming. The large city that once made her feel small suddenly didn't do so anymore. Now it was as though each building was just a single piece of one big playground. Is this what he felt every time he swung around in that spandex suit? How dare he hide such a feeling from the world?

Now feeling comfortable with the swinging motion, she rested her head on his shoulder and snuggled it under his chin. Despite the possibility of falling or even being dropped, she actually felt safer like this than she ever had before.

Peter aimed their swing upwards and released his web, landing their feet on a small roof a few stories high from the street. Itsuka laughed her nerves away and allowed her body to reconnect with the feeling of gravity. For a moment, it seemed as though she forgot it even existed and nearly lost her balance until Peter caught her hand and pulled her close to him.

"You didn't exactly warn me," She teased.

"Sometimes you just need to take a leap of faith," He admitted, "Is that bad?"

"Not this time, no. That was …wow," She laughed again, "You do that every day?"

"Yeah, way better than flying if I say so myself."

When they came to a silent stop, all they could do was stare at each other in blissful disbelief. Both of them had been unsure if this would work, lacking confidence in whether this was worth pursuing. In a single act, however, they found themselves sure again. No words needed to be said, just feelings that kept them connected.

And that was scary.

"Can I be …brutally honest?" Peter asked.

"Go ahead."

"I haven't felt this way about someone before. It's all really new to me and …it's a little terrifying. The coward in me wants to run away and shut it all out."

"…Me too."

He looked at her with surprise, but allowed her to continue speaking.

"I wasn't planning on falling for a guy this year," She said, "My goal was my studies, becoming a hero, making friends and working together to improve. This, though, wasn't a part of my plan. I want to see if this will work, I'm just really scared of what happens if it doesn't."

"…Well, there's a bright side," He smiled, "We can see the outcome together, right?"

A blush came over her smiling face, "Yeah, that's a plus."

The rain seemed to finally stop as the moon just barely made it through the ceiling of clouds. The two heroes sat down on the edge of the building, Peter's arm wrapped around her so she wouldn't fall, not as though that was the only reason.

"So, how is the internship?" he asked.

"it's …slow," She sighed, "Uwabami is more of a celebrity than a hero. She wants us to be in a commercial, which is pretty cool, but we haven't really done anything exciting yet. We just follow her around and watch her bask in the limelight. It's boring …"

He couldn't blame her for wanting some more excitement. She was trying to be a hero, after all, fighting criminals was supposed to be a huge part of her career. The internships are meant to give them a taste of that, but it seems Uwabami isn't given them that opportunity. He knows this means a lot to Kendo, and wished there was some way he could give her what she wanted.

Actually, there is.

Reaching into his backpack, he pulled out one of his black shirts and didn't hesitate to rip it, much to Kendo's surprised. Once he ripped the bottom of it off, he held it in front of Itsuka with a bright smile on his face.

"What… is that for?" She asked, "You realize you just ruined a perfectly good shirt, right?"

"Come on patrol with me," He said, "You want to see what it's like to be a hero? Come with me and you can find out."

The offer surprised her more than the ripped shirt. To fight crime with him as a vigilante was a unique opportunity, and likely far more exciting than anything Uwabami would have them do during the internship. If she did this, however, she would be cementing her choice forever. The previous times she fought villains, it was out of self-defense or protection of others, where she felt she had no choice. This, however, was the first real time she was presented with a choice. To choose to be a vigilante, rather than take the long way to being a Pro.

"…Why the ripped shirt?" She asked.

"Makeshift disguise," He answered, "You can't wear your costume or people will realize it's you later. Maybe hold off on using your quirk too, unless absolutely necessary. I know your skills go beyond your powers, so I'm choosing to put my faith in that," he gestured the cloth to her, "Do you have faith in _me_?"

If her previous actions haven't proved that already, this one will.

Itsuka gently took he cloth into her hands and smiled at him, "I do."

With a deep breath, Peter helped her tie the cloth around the bottom part of her face, then they pulled her hood over her head. The only thing showing now was her eyes, her beautiful blue eyes that he could stare into forever. "How do I look?" She asked.

"Like a vigilante," He answered, standing up and pulling her away from the edge. It didn't take him long to change into his stealth suit, still remaining at a charge of 89%. He had been using this suit far more recently in case he had to disappear quickly.

"Are you sure about this?" He asked her, "Once we do this, there is no going back."

"…I'm nervous," She confessed, "But it's like you said. Sometimes you need to take a leap of faith."

With a confident nod, Spider-Man held her by the hip as she wrapped her arms around him, and they swung out into the night.

It was that amazing feeling again that she felt deep inside. The feeling of swinging through the air with such grace and adrenaline that made her heart do flips. The city was no longer a city to her, it was an obstacle course. Never did she think she would come to this point, breaking the rules she once scolded him for breaking at all. Now here she was, using him as a guide into the world of free choice, free of the chains of government rules over Pro Heroes and Quirks.

"I've been meaning to ask," She shouted over the wind, "What's with the new suit?"

"Stealth suit!" He shouted back, the majority of his focus still on swinging, "Needed to keep out of sight, you know?"

"Still pretty flashy, no offence."

"It turns invisible."

"It does not!"

His silence told her otherwise. Though she pestered if it was actually true, he only laughed out of amusement.

A sudden call- more-so a scream -sounded from one of the alleyways down below. It was loud, yet few from the street level answered. In fact, many of them just ran at the possibility of danger. Likely, they assumed a Pro would swoop in and deal with it, so that they wouldn't have to do anything. It was as good a place to start as any. Shooting a web angled downward, the duo started their descendance.

"You ready for this?!" He asked.

"Don't jinx it and maybe!" She replied.

A young man laid against the surface of the wall behind him, covering his body with his arms and legs. He was being beaten brutally by a group of thugs dressed in similar outfits. At least half of them looked to be armed with their guns hanging out of their pockets. From how they were attacking the man, they didn't seem to have quirks, especially if they needed guns. The young man in question was begging them to stop but they did not yield to his pleas. This was not an assault of anger, but rather of glee.

Spider-Man and Kendo rappelled down on his web and planted their feet on the drenched ground of the alleyway. Their landing immediately caught the attention of the thugs as they ceased their attack on the victim.

"How many thugs does it take to rob someone? Five apparently, which is really sad," Spider-Man mocked.

"Crap, it's a Pro Hero!" Shouted a thug, making the assumption based on his costume.

"Kendo," He whispered, "I'm gonna web their guns away, that's when you start moving."

"Copy that," She nodded.

From fear, the thugs pulled out their guns and readied themselves to fire at the heroes. Spider-Man webbed their guns like he had done it a hundred times before, yanking them all away long before they could even pull the trigger. The weapons launched up toward the wall and stuck there far out of anyone's reach.

"Whoever beats up the most guys buys the other dinner!" He shouted before leaping into the air.

"Hey, that's not fair!" She shouted at him, charging in after him.

Spider-Man was the first to reach the thugs by slamming the heals of his feet into one of their noses. A crack could be heard from the impact as the thug stumbled back. The wallcrawler then sweep-kicked him to the ground and webbed up his limbs so he wouldn't move.

Another thug grabbed a bat from the ground, presumably used when beating the victim, and swung sideways at Itsuka. Her reflexes allowed her to easily dodge the attack and strike him just above the hip, knocking the wind out of his lungs. As he dropped the bat, Kendo caught it in her hands and swung it across his head, knocking him out immediately.  
The sudden rush of adrenaline was not like anything she had ever felt before, but it was something she could easily get used to.

Two more thugs came charging at her while she was distracted, but Spider-man webbed their backs and pulled them to a stop from which Kendo could strike them with the bat. She only managed to knock out one, while the wallcrawler pounced on the other for the same result.

"That's two verses two," Spider-Man pointed out, "Next one decides the winner."

The final thug in seeing his friends beaten tried to run away down the alley. The arachnid quickly jumped into the air, bounced off the wall and flew toward the running criminal before Itsuka could even react. He landed on his shoulders and sat there like a toddler, jokingly playing drums with his head. Finally, he spun his body in a circular motion and tossed the villain to the ground with his legs, webbing him up and pinning him to the ground.

"And Spidey takes the crown! Woo!" he cheered, pumping his arms into the air.

"I guess that means I'm paying for dinner?" Kendo asked.

"Good heavens no," He denied, "I was joking about that, I'm not making you pay for anything."

"Do you even have the money for it?"

"… Irrelevant."

"Very relevant."

All bickering came to a stop at the sound of the victim groaning in pain. Spidey's joking personality subsided as he swung over to him, helping him onto his feet with a sympathetic voice telling him everything was ok now, and that he was safe. His immediate shift into the wellbeing of the innocent was a breath of fresh air for her, often seeing his joking side more up until now.

"Can you walk?" He asked the victim, receiving a nod as an answer, "Run out of here as quick as you can, call the police and tell them to get here in under two hours, ok?"

The victim nodded, and rushed out of the alley as quickly as he could.

…

Kyoka Jiro slipped her jacket over her shoulders and fiddled with earphone jacks hanging from her ears. Tonight was supposed to be rather interesting according to the heroes she interned with. Instead of sleeping, as she would have preferred, she'll be going with them to a nearby city and patrol there with another agency, getting some experience with teaming up with other heroes. They told her sometimes as a hero, you team up with others that you may not know, and you need to be prepared to work with anyone at any time no matter how different you are. The other agency they were visiting was a bit different, enough to give them a general idea.

She checked her phone again, lighting up her face in the darkness of the guest room she stayed in. Another article about Peter had been posted, this time talking more about his personal life at school. The writer seemed to insult Principle Nezu about not seeing Peter's fall into crime beforehand. It upset her to see them trying to blame others for Peter's mistake. Next thing they'll probably do is blame the other students directly, try and blame his crimes on them. The media does anything to get people to read their work.

"Let's go, Jiro!" a voice called from the other room.

"Yes sir!" She shouted back, shutting her phone off and stuffing it into her pocket.

The time was 8:30pm, and she didn't want to miss the train to Hosu.

Hosu, an innocent city full of heroes and villains, now a target of the insane. No one on the streets knew what was going to happen tonight, but there was a chance they would never forget it. The blue skies will soon be colored orange from the flames of destruction, no matter how hard they fight to stop it. Hiding somewhere inside the city was a wanted criminal, desired by authorities for terrible crimes. He had only been heard of, but never truly seen by anyone except his victims just before they die. There had only been one real survivor, a fact Tenya Iida won't ever let go.

Tenya had been horribly lost in his thoughts the entire time him and his designated Pro Hero were walking through the streets. Other agencies let their interns sleep at this time, but Tenya wanted to see how patrol was at night. At least, that's what he told the Pro, Manual.

The hero walking next to him wore a blue and white, skin-tight, long-sleeved shirt that tucks into his orange gloves with a helmet that features a fish-like fin and blue visor. He was one of the Pro heroes that sent Tenya a letter to come to his agency as an Intern, and luckily the one that he accepted. It was bittersweet, though, as he eventually came to realize the real reason Iida decided to intern at his agency.

This was Hosu City, the same city Tenya's brother was attacked by a man called the Hero Killer. The murderer already had several other victims in other cities, and this was his latest attack. Tenya only chose to intern there so he could pursue an act of vengeance upon him. No one else could understand that, no one could fathom how he felt about all of this, how he could have done something.

Scratch that, one person might.

That day, he kept thinking back to his conversation with Peter Parker during the festival. More accurately, it wasn't a conversation, just Peter trying to comfort him and Tenya rejecting it silently. Peter talked as though he had been through the exact same thing, but how could he trust that? Right now, Peter was a criminal just like the man that hurt his brother, and forced him into retirement. Was Peter anything like the Hero Killer? If he was so willing to go rouge, how could he be sure that he was any different than that murderer?

"Tenya," The Pro Hero Manual stopped walking and brought his intern to a halt, a look of concern plastered across his eyes, "You're clenching your fists pretty tightly, are you ok?"

It was only now he realized that he was indeed tightening the grip of his fists. Even knowing this, it took a second to force himself to release that grip, somehow finding comfort in the squeezing of his palms, "Yes, I'm alright," Tenya answered, "Let's keep going."

"I know you're probably upset about what I said-"

"It's not that," He interrupted, "I've been thinking a lot about something else too."

"What is it?"

"…Nothing that matters," Tenya said somewhat coldly, refusing to speak further on the subject. The two of them continued on through the streets as Manual talked more about what he often did on his patrols.

Neither of them realized what was coming.

Elsewhere in the city, the killer in question stood perched atop a roof, looking down over the city of oblivious drones. Each and every one of them contributed to the corrupted image of what a hero was supposed to be. They cheered for them, gave them love and attention that they did not deserve. To him, it was disgusting and weak to praise what this world believes a hero is. The only real heroes go unnoticed, unloved because they aren't flashy, or cool enough, or whatever reason someone can think of to suppress true heroes. They all needed to see the truth, every last one of them.

The Hero Killer wore a dark combat suit, plated with metal armor across his body to holster his weapons. The torso was sleeveless, but his arms were wrapped in bandages all the way from his shoulders to his wrists. His black hair was long and sported a messy fashion, matching the aesthetic of his long and torn red scarf and white bandana.

Not that appearance mattered to him.

"So, you're the guy!" a voice spoke from behind the Hero Killer. It was a man with bright red hair, wearing nothing more than a white shirt, stained in blood. His eyes twitched every dozen seconds, showing that he likely wasn't entirely stable. The Hero Killer himself wasn't too pleased with his new guest.

"And who are you?" he asked the red head.

"Me?" he laughed, going overboard with the enthusiasm, "The League of Villains guys sent me to help cause a little …carnage, while you do your work!" He laughed again, having told an inside joke he clearly would not understand.

"Just don't get in my way, alright?" He urged, "This is important. The people of this city need to know what a hero really is."

"Great! You do that, and I'll get some buckets to fill with blood!"

The crazy man jumped off the building, practically vanishing. The Hero Killer wasn't sure about that one, but it wasn't his problem to deal with.

…

After webbing up the rest of the crooks, Spidey took Kendo up to a nearby rooftop where they sat on the edge and took a breather. For Kendo, that was an experience unlike any other. After days of watching Uwabami get soaked in limelight and adored by fans, finally she got a taste of the action. It wasn't just about the fighting, it was about saving that poor man from a brutal beating and doing what was right, not just because someone told you that it was. After days being in this city, she finally got a taste of what it meant to be a hero.

"So, how was it?" Peter asked her, his mask set to the side.

"It was …unreal," She answered with a gasp, her makeshift mask hanging from her neck, "I have never felt anything like that before. The rush, the adrenaline, the reward of helping someone, it was absolutely amazing."

"Better than the internship?"

"Absolutely, I'm just bummed Yaoyoruzu is missing out on this."

"Yeah …maybe I could have brought her but …with everything going on …"

Kendo realized now that probably wasn't the best thing to say in hindsight. Peter must have still felt guilty abandoning his friends like that, even if he believed it to be the best option for the time. All Peter ever did was what he thought was right, that didn't always mean it was the decision to make everyone happy.

"So …is this gonna be a regular thing?" She asked.

"What do you mean?"

"I mean _this_. You and me, out here fighting bad guys as vigilantes."

He pondered this for a moment. It would be nice to have someone out here with him, helping him find the Infinity Stones and stopping criminals. He had been doing this solo for so long but never minded the occasional team up with other heroes like the Avengers, but it was never with someone he was so close with. He knew she could handle herself, but that didn't make it any easier when it came to the more dangerous stuff.

"We'll take it slow for now," He said, "Especially with the police still on my back."

"That reminds me, are you planning to come back to town? Even if you don't go back to school or whatever?"

"Probably …that's where most of the stones have been so I need to see if the last one is there too."

"That the only reason?" She hinted.

Peter smiled; thankful the dark of the night was somewhat hiding the blush now resting on his cheeks, "No, that's not the only reason."

Though she smiled in kind, it quickly faded away when unhappy thoughts started to cloud her mind. The change in mood took instant notice for Peter, and he asked her what was wrong?

"It's just …this," She gestured to themselves, "I'm worried this will end up not working. You're still wanted by the police, after all. What if this, nights like these, are all that come of our relationship?"

Of course he understood what she was feeling. Couples should have the opportunity to connect in many ways. They should be allowed to go on dates, see movies, hang out together not just as a couple, but as people to genuinely enjoy each other's company like friends would, only more. If all they ever did was fight crime together, stealing the rare moments he can come out of hiding, then it would never amount to much.

"Hopefully not forever," He finally answered, "I have faith Doctor Strange will get here at some point with enough proof to get everyone off my back."

"…But by then," She interjected, "You may have to go home."

This was something he actually hadn't considered in a little while. The last time this fact really hit him was when he last spoke personally with Tokoyami. He won't be here forever, and one day will return home with his Aunt May and things will go back to normal, relatively. There was a chance he would never come back here again. It made him wonder if being with Kendo was the right choice.

No, it had to be. She made him happy.

"That's a bridge we'll burn when we get there. It'll work itself out somehow, I promise."

"…Ok," She sighed, accepting his answer for now, "I'm sorry, I don't mean to ruin our night, Peter. I really do like you, a lot. I'm just …"

"I know," he said, "I am too. But this is the first time in a while I've let myself accept something good that comes into my life. I want to see it through, you know?"

She smiled, scooting closer to him, "Me too."

Kendo pulled out her phone and checked for the time. It was still early in the night, so she didn't have to worry about being out too late just yet. Just as she was about to shut it off, a message suddenly appeared at the top of her phone. It was a special report alert from the news app she had, titled 'Emergency in Hosu'. Curious, she opened the article and found a live video attached to it. The audio began playing loudly for them both to hear.

"What are you watching?" He asked, looking over her shoulder.

…

"We are live above Hosu City with News Channel 6!" said the reporter as another man filmed the scene from the safety of their helicopter that hovered in the sky, "A terrible event has gone underway. Just a few moments ago, strange creatures appeared out of nowhere and started causing massive destruction! No one can be sure where they came from or what they are, but everyone is advised to stay indoors and lock yourselves in the basement!"

The footage moved to a creature running down the street. It was a strangely colored, muscular humanoid creature with its brain showing at the top of its head. The way it moved was abrupt, almost based entirely on instinct alone. Whenever it came by something big like a car, it would either destroy it or toss it into the air. It was also not the only of its kind; other creatures with similar attributes roamed the streets while Pro Heroes tried to deal with them, arriving quickly to fight against the strange threat.

"I repeat! Everyone is urged to stay in their homes!" Said the reporter, "Do not go outside! It is not safe! I repeat! It is not safe!"

…

Peter couldn't take his eyes away from the destruction he was seeing. It made his heart pound with anxiety, as he knew what was coming next. As terrifying as those creatures were, his Uncles words still echoed through his head like they did every time a threat came into fruition.  
"Where is Hosu from here?" He asked.

It took her a second to process what he was asking and why, and she shut off her phone before turning to face him, "You're going?!"

"Something is going on, and I don't know what. All I do know is that I can help."

There he went again, chanting that great responsibility code he was so fond of. While she respected and even admired it, she knew it would get him seriously hurt if he was not careful. Her instincts told her not to let him leave her side, but her heart told her to let him follow his own.  
There was only one way to please them both.

"Let me go with you," She offered, "We can fight them together."

"What?!" He exclaimed, "Kendo, these aren't thugs and muggers, these are weird …creature …things! We don't know what they are capable of!"

"Peter, I'm going to cut right to the chase," She said sternly, grabbing his hand tightly, "If we want this to work between us, there needs to be trust. I don't want another repeat of when you webbed my feet to fight Goblin alone. I can help you fight them, because I can't in my right mind allow my boyfriend to put his life on the line if it's not tethered to me first."

He gave her wide eyes rather than an angry expression, "…boyfriend?"

"Do you trust me?"

She was right; if he wanted to make this work, he needed to trust her just as much as she trusted him. She was incredible in so many ways; an incredible fighter, person, and hero, and was far more capable than she looked. That didn't of course mean he wasn't going to protect her at all costs, but he needed to remember that she was trying to be a hero too.

"…I do," He answered, standing up with her and putting his mask tightly around his head.

"Good, then we need to take the train east of here, the route passed by Hosu."

He grabbed her and pulled her close so they were hip to hip with each other, "How did I get so lucky as to have you?"

"Lucky? Face it, tiger," She smiled, "You just hit the jackpot."

With a determined nod, he shot a web and swung out with her into the night. Neither of them knew what they were about to face, only that they were going to face it together.


	38. Bloody Insanity

"So, that's why I came to you today."

The weak form of All Might held his skeleton fingers together loosely, adjusting his seat across from Principle Nezu. The principle was a smart man, smarter than most given his quirk. All Might came to him in the hopes of gaining some insight on the problem he's been having for the last few days. Its' been etched into his mind and he has been unable to suppress it. Talking it out with those he knew and trusted was the only way to get any real answers.

"You seem to be trapped between two versions of yourself," Nezu stated, spinning around in his chair, "One version of you wishes to allow Mr. Parker to continue on, knowing his intentions to be pure at heart. The other wants to stick to his sense of morality and do what all heroes must; keep the law in tact and oppose those who disagree."

"That basically sums it up," All Might put one hand to his forehead, rubbing his right temple, "Everyone is looking at me to fix this. He was my student, so he's my responsibility. Young Parker has only ever fought for others, though, and it feels wrong to treat someone like him as a criminal. I don't want to do that, but I feel like I have no choice."

"You are conflicted by your two lives. All Might, you cannot see your decision as a sense of duty. You became a hero to save people and do the right thing. The only way that you will be at peace with your choice is to listen to what your heart says, not your mind. Sometimes we need to ignore the conscious, and listen to what is truly inside of us."

He was right, All Might thought. He had been plagued by his sense of duty rather than his sense of Justice. Pursuing this case simply because he was a hero wasn't enough, he needed to personally come to the conclusion that this was the right choice, one that would do good rather than harm, "Thank you," He stood up and bowed to Nezu, "I'll take what you've said into careful consideration."

All Might left the principles office, feeling somewhat more stable about what it was he needed to decide on, but still unsure of the risk.

…

Thwip went his web, then again and again. Spider-Man swung across the city with one hand while holding his partner in the other. Below them, a train was beginning its run from the station. The two young heroes dropped onto the roof with a thud and he held her tighter so she didn't fall. While he may be able to stick to the surface, she did not have the same abilities. His grip on her only tightened as the train started picking up speed. No one inside realized they were there, and it was best it would stay that way.

Just before the train could leave the station, Spider-Man aimed his lenses at the train-route sign, zoomed in and clicked the side of his mask. A photo of what his lenses saw appeared in the corner of his HUD, and he observed the details carefully.

"Ok!" Spider-Man exclaimed, trying his best to talk over the roaring wind, "The train we're on will take around 30 minutes to reach Hosu! When we get there, we'll have to jump of the train since it doesn't actually stop there!"

"Lovely!" She said sarcastically, "What are we going to do when we get there?!"

"Fight and not die!"

"Couldn't we go _in_ the train?!"

"And risk being kicked off?! No thanks!"

All they could do while the train moved faster was keep their bodies low to the roof so they wouldn't fall off. As the wind blew on their face, they filled their minds with thoughts of what they may end up facing. From the newscast, the creatures looked powerful and very dangerous. Their strength may have even rivaled that of Goblin or others. That thought worried Peter, especially considering he was taking Kendo with him. It was more than that, though, it went deeper somehow. There was a fear that he was feeling and he couldn't understand why.

Wasn't Spider-Man supposed to be brave?

After the 30 minutes had gone by, sticking close to one another and avoiding being blown away by the wind, they finally began to pass by Hosu City. Immediately they could tell they arrived when they saw how many buildings seemed to have caught aflame. Smoke was rising into the air and blanketing the city in a choking grey color. It was worse than they thought; far worse than what the news had expressed in their emergency broadcast.

"Ok!" Spider-Man exclaimed, "Get ready to jump, Kendo!"

Everything started tingling all over Peter's body, starting from the back of his head. Something around them had changed drastically in a short amount of time. He didn't need to see what it was to instinctively grab the back of Kendo's neck and push her lower to the surface of the train. Just as he had, a massive silhouette of two figures came crashing into the train car ahead of them, shaking the entirety of the train and likely scaring or even hurting people inside.

"What was that?!" Kendo asked.

"I don't know!" He stood himself and Kendo up, "Let's go see, and be careful!"

Right when they had begun to get closer, whatever had crashed into the train was tackled right back out. It was then he was able to get a look at the two figures; one was an ugly green brute, like the creatures in the news, and the other was a small old man in white and yellow, likely a pro hero of some kind. The two went crashing out of the train and down into the city, leaving a gaping hole in the trains side.

"Looks like things are getting dicey!" Spider-Man said, "We better pitch in and fast!"

His next thought was to go after the two fighting individuals and lend a hand. Before he could leap of the train with his partner, someone else beat him to it. From within the train car, a figure dressed in a green costume with a mask hanging from the back had jumped out the massive hole. He was leaving a trail of green lightning as he moved down the tracks and then leapt through the air, energy charging through his entire body. It was only a small glimpse, but he immediately recognized the figure as his dear friend.

"Midoryia?!" He exclaimed as Deku flew down into the city.

"What's he doing here?!" Kendo asked.

"Doesn't matter! He may need our help! Come on!" Spider-Man quickly grabbed Kendo by the hip and leapt off the train with her, shooting a web and swinging toward the many buildings.

Midoryia jumped from one wall to the next, green lightning emitting from his entire body. His power once broke his body whenever he used too much of it in one place, leaving him defenseless after a single attack. This, however, was no longer the case. It took him time, but he finally realized that he was using his power all wrong. Instead of charging that power into a single area, he took a risk and powered himself throughout his entire body, never turning it off. This led to what he now called 'Full Cowling', an improved use of his power than allowed him to fight without breaking. This was no time to fawn over the new use of his abilities, though, not with people in danger.

The arachnid hero tried his best to swing and keep up with the green hero, but he was moving too fast for him. He had never seen Izuku use his powers in such a way before. Had he learned how to do this from his internship? Did he finally figure out the secret to regulating his abilities? How did he come across the solution so fast? It had only been a week since he last saw him.

Their chase for the green hero was cut short when one of the creatures, specifically that of having wings, flew toward them at an alarming rate. Spider-Man yanked on the web he swung from and brought his and Kendo's bodies upward at a side angle, dodging the Nomu's attack but still feeling the wind of his entry. The Nomu came to a slow stop, unable to fully control its own momentum. Spider-Man and Kendo landed down on the nearest roof and watched the flying Nomu regain its composure.

Just ahead of the arachnid, Izuku heard the sound of the Nomu flying around. When he turned around to see the noise, he found the flying creature in all its hideous glory. His first thought was comparing it to that of the Nomu he saw at the USJ. The second thought, however, was who the creature was facing off against. He didn't recognize the girl in the hood and mask, but he knew that spider logo anywhere, even if it was a different costume.

Immediately, he positioned his foot on the nearest wall and pushed off of it, going in the other direction at a quick rate. He continued to parkour his way around the area until he reached the flying creature mid-air, and smacked it across the face with his fist, yelling the word "Smash!"

The Nomu went barreling through the air as Izuku landed on the same roof as his friends, his arms up and ready for a fight. Seeing the lightning trailing off of Izuku up close was a surprise for Peter. He never expected his friend would get so strong so quickly.

Why was he feeling envious about that?

"Peter!" Izuku called out, "Are you ok?!"

"We're fine, thanks!" Spider-Man pointed upwards, "But we have bigger problems!"

The flying Nomu came flying back down head first, and the three heroes jumped out of the way just as it crashed into the roof. Dust flew everywhere, temporarily blinding them. In that moment of weakness, the Nomu flew right back up and charged for Izuku, wanted revenge for the pain he caused. Spider-Man quickly shot a web at his wings and stopped his flight, pulling tightly on them.

The Nomu tugged and Spider-Man struggled to keep a grip. To retaliate, the arachnid swung the Nomu around in a circle, taking control of its momentum.

"Is the street clear?!" He asked.

Izuku looked over the edge of the building, "Yeah! You're good!"

Spider-Man quickly arched his arms coming toward the end of his swing, and chucked the creature straight down toward the ground level. A massive crash could be heard, and dust flew up into the air to confirm the impact. For a moment, there was no more movement, so they assumed they were safe.

They were wrong.

The Nomu came flying right back up, as if it barely felt a thing. Its wings brushed off dust with every flap, and it only looked to be more enraged than it was before. There wasn't even a bruise, as though it couldn't take damage nor feel any pain.

"What is this thing?!" Spider-Man asked.

"It's a Nomu!" Izuku answered, "The same kind of creature that attacked the USJ! The one that All Might fought! This one is different though; I've never seen it before!"

"We can't damage this thing!" Kendo said, "We may have to restrain it instead!"

Instantly when she spoke, Izuku had recognized her as Itsuka Kendo; he knew that voice anywhere. It was no surprise she was here if Peter was as well, but that still begged the question as to why.

His thoughts were cut short when the creature landed on the roof, and prepared to swat at Izuku. As it through the attack, Izuu engaged his full cowling and twisted his body over its arm, scathing the surface of its skin. With it recovering from the attack, Spider-Man came in with his web shooters ready and slid under its legs, shooting a web directly at its face and pulling down. The Nomu crashed face first into the roof and Spider-Man leapt back over, blanketing it in a tight web and sticking it to the surface of the building.

The Nomu struggled greatly but found it difficult to escape the grasp of the webbing. It screeched and cried but nothing seemed to be working. It wouldn't hold forever, but it was good for the moment.

"Peter!" Izuku exclaimed, rushing over to him, "What are you and Kendo doing here?!"

"…Some disguise," Kendo groaned.

"We heard about the attack here," Spider-Man answered, "We came to help. What are _you_ doing here?"

"Grand Torino – the Pro I'm assigned to – was taking me out on a late-night patrol when the train we were on was attacked!"

"Yeah, we saw that part," Spider-Man gestured to Isuku's glowing body, "But how long have you been able to do _that?_ "

"This?" Izuku put a hand on his chest, "I realized I was going about my power all wrong. I was putting all my energy into one spot at a time, when I should have been putting 5% into my entire body, never turning off the switch!"

Midoryia was smart, Peter knew that from the beginning. It astounded him how he was able to turn a crutch into a strength in such a short amount of time, a skill he wished he possessed. As much as it pained him to admit, he was feeling jealous of his new found strength. He was always good at fighting even before this new take on his powers. Why did this bother him so much?

More fires erupted in the distance, causing screams of panic to echo through the night sky. The three knew they haven't the time to catch up, not with lives on the line.

"We'll have to catch up later, I can't sit here and do nothing!" Izuku said, "Grand Torino may need my help! I've gotta find him!"

"By yourself?!"

"Peter, I don't have a choice!" He argued.

Though he wished to argue with his roommate, he knew that look all too well. Izuku need to do this, its what his heart wanted him to do, and Peter had no right to tell him otherwise.

"Be careful," Said Spider-Man, "And call Kendo's phone if you need any backup!"

"Got it," Izuku jumped to the edge of the building, then turned around and said "It's good to see you again, Peter" before leaping off into the dangerous city.

Just as Izuku had left, the Nomu broke out of its containment, surprising the two remaining heroes. Instead of fighting them, however, it jumped into the air and took off down the street at a blinding speed, the wind from its wings nearly knocking Kendo and Peter off the roof.

"We gotta go after it!" Spider-Man said as he grabbed Kendo by the hip, "Hang on!"

He leapt off the building with her in hand, firing off a web and swinging in the direction of the flying Nomu.

…

This wasn't how Kyoka had expected tonight to go. The idea was to work side by side with another agency, but it went haywire rather quickly. Not long after meeting with their group and starting their patrol of the city is when everything collapsed. Buildings caught on fire, and these creatures were spread out across the streets. It was a real nightmare come to life, and it was only getting worse. Due to the sheer chaos, Kyoka ended up being separated from the Pro heroes she was working with. She was alone now, running for her life as screams echoed behind her.

This was nothing she ever trained for.

Another shriek caught her attention and brought her to an abrupt stop. Her chest went in and out as she breathed rather quickly, trying to figure out where that noise came from. It was terrible, like a child being tortured or an animal being skinned alive. She had never heard anything like it and it made her wonder who may have been in pain.

"Hello?!" She called out, "Where are you?!"

The screech sounded again, and she pinned the source to be coming from one of the tipped over vehicles lying in the street. It was crashed, the tires popped and the windshield shattered. Someone may have been hurt and was likely in excruciating pain. She may not have been allowed to fight villains, but saving people from disasters wasn't against the law.

"Hang on!" Kyoka Jiro shouted, "I'm coming! Just hold on!"

Without a second more to catch her breath, she sprinted over to the wreckage and got a good look at the overall damage. There were claw marks all over the car, as if someone or something had attacked it, yet there was no sign of them. Oil was leaking from the side, thankfully there were no sparks to cause a fire.

She came to the other side of the vehicle, only to hold her mouth in a large gasp.

Laying there next to the open door of the driver's seat was a man, emphasis on that it _was_. His body was covered in a pool of his own blood, his stomach seemingly torn open. It was a gruesome scene to watch and she couldn't bare it any longer. Turning away, she almost found herself puking. What could have possibly done something like this? There was no mercy in the damage done to the poor man. She couldn't even make out his age with the blood covering his entire body. He must have been in horrible agony before death finally claimed him.

Screech went the air once again, just like before. This confirmed that the scream she heard didn't come from the man, but more likely from whoever killed him. If she could still hear it, then it was still around here somewhere. Kyoka had looked around but found no trace of where the sound was coming from, like it was everywhere and nowhere all at once. The panic made her breathing speed up rapidly, and she couldn't control her heart rate. This wasn't like at the USJ; this was so much worse than that.

"Scared, little girl?" A graveled voice laughed maniacally, seeming to come from nowhere, "I love the look of fear in their eyes, sometimes they get stuck like that after it's all over!"

He was talking, unlike the creatures who attacked before. Whoever this was, they knew what they have done, and were proud of it.

Just as she was placing her foot to start running away, something wrapped tightly around her body and yanked her upwards. She yelped in terror as she was held a few yards above the ground. In front of her, a figure was sticking to the wall. It was shaped like a human, but covered in something she had never seen. The material covering him was red, with a few shades of black scattered about. His eyes were a white color that reminded her of the shape of Spider-Mans mask lenses, only sharper and more terrifying. The mouth looked to be fused with whatever substance was on him, as if they were fully one in the same. His right arm had extended the substance and wrapped around her, squeezing her arms so tightly that it pressed against her body painfully.

"Hello, pretty, pretty girl!" The strange monster greeted overenthusiastically, "What do we call you? My name is _Carnage_!" His voice deepened for his name, as though someone else had chimed in to speak, "You should have kept running! Kept running and running until you were far away, because now bad things have to happen! Bad, bad things!" he laughed again, rather uncontrollably.

"Let me go!" She shouted, "You don't have-"

"-Have to kill you?!" He finished, "Why not?! It's fun! It's really fun! When the blood leaves the body and spurts like a fountain, it's just so exciting! Don't you think?! Do you wanna see?!"

He was crazy, that much was obvious. There was no way she was going to talk her way out of this one. Instead, she quickly lowered the ear jacks connected to her ears and plugged them into her boots, "No thanks!" She shouted, pumping sound through the speakers and hitting him with a direct attack. The soundwaves forced him to drop Kyoka from his grip and hold his body in agony. She hit the ground hard, but thankfully nothing was broken.

The substance on Carnage had withered for a moment, like tentacles moving uncontrollably. When she saw that they were slowly beginning to settle, she took the opportunity and ran down the street as quickly as she could.

"She's smart!" Carnage screeched as his body reformed and healed, "I hate smart people! Hate, hate, hate!"

She ran as quickly as she could down the streets of Hosu City, not daring to look back. There was no point to it, she could hear his terrifying laughter creeping behind her, getting louder with each step she took. She couldn't out run the monster forever, nor was she sure she could even fight it. The law prohibited her anyway, but did that matter when her life was in danger?

She turned a corner quickly and almost bumped into a man, losing her balance until he caught her and helped her back up. She looked at him, the first detail she noticed being the scar on his head.

"You ok, kid?" Jin Bubaigawara raised a brow at her, one hand still in his pocket.

"You need to run!" She begged, "There's a monster after me!"

 _A monster?_ Said the voice in his head, _I wanna see! I wanna see!_

Another screech and horrible laughter caused her to jump in place before grabbing Jins hand, "There's no time, this way!" She begged again as she dragged Jin into the nearest alleyway. Though he protested, they hid quickly behind a large trash bin, just barely peeking out into the street.

Carnage landed on the sidewalk, looking around for his pray like a wild animal. He snarled and growled, but no one seemed to be in sight, "Where are you, pretty girl?!" He shouted, "I just wanna play! I have this massive _crush_ on you!" She squeezed his hands together, extending his claws, "And I'm _dying_ to know if you like me back!"

Carnage left their field of vision, no where to be seen. She wasn't sure if that was good thing or not.

 _So much for the comic book convention we were going to,_ The voice in Jin's head spoke with disappointment.

"What the hell was that, kid?" Jin asked her.

"I don't know, I-"

Her sentence was cut short by Carnages arm extending and wrapping itself around her, dragging her further into the alleyway and up the wall of the building. They were two stories up now, a drop like that would hurt far worse. She screamed in surprise, and Jin could only watch from the ground level.

"Finally!" Carnage said, "I've been looking for you! Your father wants you home by 9! Though, he never said in one piece!" He laughed.

 _Poor girl. Hey, wanna help?_

"You wanna help her? Since when are we trying to be heroes?" Jin asked himself.

 _We're not! But that Peter kid said we should make friends! Good place to start!_

"I don't-" He couldn't finish as a massive headache came on, and he planted his hand on his scar. The pain started to become overwhelming, as if he was going to split in two at any moment, "No! Not again! Not-!"

In a panic, he started reaching for something in his pocket. What he pulled out was a mask with white eyes, with a grey color for the top half and a black color for the bottom. He didn't hesitate to force it over his head, stopping all pain and struggle.

"Now, you're mine!" Carnage said as he inched his face closer, opening his monstrous mouth to bite down. Just before he could, though, something sharp sliced against his back. He screeched and turned to look at Jin, who wasn't really 'Jin' anymore. With the mask fully on his head, it was as though he was someone else now. Half of Jin, half of something new. In his hands was ruler tape, silver and rather sharp.

"Don't make me report you!" He shouted, his demeanor suddenly changing swiftly, "That poor girl is so terrified! Please put her down!" he sounded as though he was about to cry, contradicting his own emotional state.

Carnage only shrieked in response, earning another whip of his ruler tape. The tape sliced across his face, making him drop Kyoka instantly and hold his wound. As she fell, Jin rushed forward and caught her in his arms, smiling brightly under his mask as if he won a grand prize.

"Don't worry, citizen!" he mocked that of Pro hero talk, "You shouldn't have been such a rat or the lion wouldn't hunt you!" he insulted, the smile under his mask gone entirely.

"…Who are you?" She asked.

"Me? Me?! Dumb question, hate it," He laughed, "But you can call me Twice! The name, I mean. Unless you want my number. Actually, no, too young, bad Twice!"

Another screech from the blood colored monster forced Twice to put her down on her feet.

"We better get a move on, little lady!" He grabbed her arm, mimicking the accent of a cowboy, "That man there is a r-e-a-l killer!"

The two took off out of the alleyway, leaving Carnage to tend to his own wounds without any pray to snack on.

…

Swinging through the smoke of the fires was a choice he didn't make. The streets were filled with the smoke of the burning buildings. Pro heroes were doing their best to maintain stability within the crisis but the chaos was spreading too fast. They were too engulfed in mayhem to even notice Kendo and himself swinging just above them. At this point, they had lost sight of the flying Nomu. It was flying just too fast for them to keep up with it and had turned a corner faster than they could.

"There's no way we're gonna find this thing!" Spider-Man stated.

"What do we do, then?" She asked.

Their answer came with the sound of crumbling rocks. Below them, down a few blocks, a bus full of people were trapped in a sink hole. The half of the bus still above ground was barely balancing on itself, a few moments away from the ground collapsing and sending them all six feet under. It didn't help that everyone inside was panicking and making the bus tip back and forth like a seesaw.

"Damage control!" He responded, "Let's go!"

The two swung down to the ground level and sprinted for the bus of panicked civilians. Seeing the two young heroes come their way, they weren't sure whether or not to be relieved.

"Everything's going to be ok!" Spider-Man stated, running to the back of the bus, "Everyone just stay seated and hold on tight!"

When he reached the back, he noticed the condition of the back-emergency exit. It had been slammed into, likely by one of those Nomu, and twisted in a way that forbid opening it for the passengers. No wonder they hadn't already vacated the vehicle. The only other exits were the driver's door and the emergency roof hatch, and the driver's door was hanging over the pit.

Without much choice, the civilians inside did their best to stay still in their seats, some having to stick to the floor with no seats left. Many regretted getting on the bus, only having done so to quickly escape the crisis and evacuate the city. Their fear made them shake in their shoes, begging for a Pro to come and save them. Some had assumed their prayers had been answered, unaware of Spider-Man's current status.

Spider-Man Positioned his legs in a near squat position before grabbing the end of the bus from underneath, and pulling as hard as he could. The bus began to slip out of the hole and back onto solid ground metal scraping against the street debris. The some of the people inside rushed to the back to get a front row view of the hero fighting to save them, and pulled out their phones to film it.

Part of the ground beneath the bus collapsed into the sinkhole, forcing the opposite end to drop suddenly. The impact of the bus's exterior against the edge of the hole pushed Spidey off balance and made him skid a few feet toward the hole. Everyone inside screamed in panic, which only shot adrenaline through his veins. The only other solution he had was to shoot a web net into the hole to catch the bus, but he couldn't trust the ground around it would hold.

With a final tug, he began dragging the bus out of the hole and turning it sideways parallel to the accident. One wheel in the hole had nearly tipped it over, but he was able to keep it upright long enough to make the bus face toward the sidewalk, and bring it to a stop just in front of the sinkhole.

"Did you see him?!" A civilian inside shouted, "Who was that?!"

A thump on the roof, and the emergency door above them was ripped open, revealing the arachnid hero himself standing there tall and proud, "Hey there, I'm your friendly neighborhood Spider-Man. We hope you've enjoyed this tour of Hosu City," He reached his hand down into the bus, "But it's time to vacate the vehicle."

One by one, he pulled the civilians through the roof exit and lowered them down to the street next to the bus. The people already set on the ground made an effort to help the others get off the roof, letting them fall into their grasp to avoid a harsh landing. They moved as quickly as they could without causing injury. All of the civilians were eventually taken out of the bus and placed safely on the ground, relieved they were out of the grasp of death.

"Thank you so much!" A woman praised them, "Who are you?"

Before either Kendo or Peter could answer, another man spoke up with a sour tone, "Hey! I know him! That's the spider guy from the news! The one the police have been after! He's a villain!"

The crowd started murmuring, wanting to back away at the mere possibility of him being a villain and branding him as such in their minds.  
"He saved our lives!" The woman argued, refusing to lose faith in the one who saved her.

"We should run while we can!"

Some of the civilians started running immediately, no longer feeling safe around the arachnid hero. They held onto their kids and loved ones as though he would snatch them right out of their grasp. Some stayed, but very few, and they were still unsure of what to think.

"Hey!" Kendo shouted to those running away, "He saved you!"

"Spider-Girl, don't," He said, holding out his hand to her so she may join him on top of the bus.

Letting herself be hoisted up, she gave him a confused look, "Spider-Girl?"

"What else am I suppose to call you right now?"

"Not Spider-Girl, I'll tell you that," Kendo looked to the runaways, glaring daggers and expecting them to actually hit, "They don't know what they're talking about, Pete."

"It's no different from back home," He pointed out, "The news always branded me a menace no matter what I did."

She tuned to look at him, rather surprised by this fact, "What about the Avengers? Did they not do the exact same thing you did every day? What was the difference between you and them?"

The answer was simpler than she may expect. The Avengers had their own tower, their own jet, a mansion, everything. They were able to tackle threats all over the world and handle god like figures because that is what they did. They were the very definition of heroes. Spider-Man however needed to dumpster dive to make his gear, lived in his aunt's house, and was restricted to his friendly neighborhood. The fact was that he was small scale, and they were the big leagues.

A loud burst of sound waves erupted a couple of blocks down from where they were, shattering many windows in the process. Glass fell from the buildings and went shooting toward the ground at bullet speed, shattering further upon impact. Cracks formed in the buildings base structure, unable to withstand the sheer power. The sound waves were nearly visible having been shot upwards from the street. It startled them both, shaking the bus slightly as the sound caught up with the environment. Both young heroes turned to see the destruction as it was too loud for them to ignore. Though Kendo was lost for words, Peter recognized the attack well, having fought it once before.

"Kyoka?" Spider-Man questioned allowed.

"Your classmate?" Kendo asked, " _She_ did that?!"

He grabbed her by the hip, "Come on!" Wasting no more time, he shot out a web and pulled on it, letting the tension release and fling them into the air.

…

Kyoka shot another wave of sound up into the air, trying to aim them at the red monster that clung to the walls above them. Every time she fired off a shot, he would jump to the next building and the attack would ruin the wall instead, shattering windows and causing debris to fall over. It came to a point where she moved desperately to hit him, flailing her attacks and doing more harm than good. This wasn't like the USJ attack, or any of her classes with All Might. This was far more dangerous than anything she had faced before. The villains of USJ didn't have to kill her, only if they needed to. This guy, however, felt as though he had to end her life in the most violent way possible.

Twice kept his distance from Kyoka, not wanting to be caught in any of her attacks. Saving people was not something he considered doing, especially since he knew he was anything but a hero. He did this for one reason only, to make a friend. This is what friends do, right? They help each other out of bad situations? How can he expect to make friends if he doesn't try to be nice in some way? Perhaps that's simply the voice in his head talking, taking over most of his thought process.

Or maybe he just didn't want to see the little girl die. After all, he had already seen enough of his own blood spilt.

"Ya almost got 'em!" Twice shouted, "If you're aiming with your eyes closed!" he spat aggressively.

"Will you be quiet for a second?!" Kyoka shouted, turning her head to him. In that moment of distraction, Carnage came swooping down and tackled her with his legs. His toes extended into claws and kept her shoulders pinned down, using his hands to hold her earjacks.

"Do it again! I dare you!" he threatened, "Then I'll have a reason to rip these off your ears! Blood will go everywhere! Blood, glorious blood!"

Spider-Man swung down to the scene and quickly dropped Kendo to her feet. What greeted him upon arrival was a sight that made him sick to his stomach. The image of Carnage just a few yards away brought back unforgivable memories. The maniac who murdered others just because he found it fun, who took hostages then killed them immediately to play with everyone's feelings. He was a direct result of one of his greatest mistakes being exploited in ways he never could have imagined. Just seeing him again, all he could picture were dozens of bodies littered across the street.

And he wasn't about to add one more.

"Carnage!" he shouted, leaping forward and throwing his right heel at the monster's jaw. It landed with massive force, sending ripples through his gooey exterior. Carnage flopped off of Kyoka and rolled over to his side, holding his face while he began healing himself. He screeched that famous sound to portray his agony.

Spider-Man grabbed Kyoka by the arm and lifted her up without so much as warning her. He knew exactly what Carnage was capable of, and knew he wouldn't be down for very long, "Get behind me!" he commanded, standing in front of Kyoka while she processed what was going on.

"Peter?!" Kyoka questioned, "What are you doing here?!"

A thousand thoughts ran through her head. Seeing Peter, even in a different costume, made her head spin in multiple directions. This was someone she considered a friend for some time, trusting him as an ally and defending him when others were against him. Recently, she's only seen him as a criminal and a liar. Now here he was, saving her life and defending her like the hero he was. Being pulled back and forth like this was not something she enjoyed. It seems like she'll never have time to let her mind settle on one preference for how she feels about him.

Carnage's face quickly healed as if nothing had even happened, and he positioned himself on all four limbs like a rabid animal. He even snarled and growled with rasp in his voice, "That was not pleasant, Parker! Not pleasant at all! Carnage wants to see your blood as an apology! Say you're sorry! Say it!"

"I'm sorry I didn't hit you harder!" He exclaimed as he rushed forward, too consumed with the rage of his past victims.

He first did a small hop and swung his back leg toward his head, but Carnage ducked under and slid behind him, readying his arm as a sphere and sharpening the end. He turned around and twisted his body to face the deadly attack. As his arm came in, Spider-Man pushed his hands off the top where it was the dullest, and flipped forward over him. While airborne, he shot his webs at Carnage's back where they stuck tight, and he swung forward. Carnage went flying straight into the air before slamming into the street with such force as to crack the ground below him.

The monster quickly stood up, no longer finding this fun. That was the fun of killing, it was always so exciting. Seeing then stare in terror before he rips out their guts, or tears out their eyes. When the run away, it's like a game to them. It's even fun when they try to fight back, the challenge was always a blast. This, however, fighting Parker, this was not fun. He hated losing, he hated not getting to kill anyone. It had been too long since his last slaughter, and he needed his fix as though it was a drug.

"No fair!" he slammed his foot against the ground, throwing a child's tantrum, "No fair, no fair, no fair! I hate you! Hate you!"

Thrusting his arms forward, they extended into small strands that shot at Spider-Man with high speed. He did his best to maneuver and dodge the attacks coming at him like slow bullets. A few of them managed to nick his arms and legs, but he dodged them as though he was playing twister, jumping up and down. It was the same as fighting Kamui Woods, just having to move a bit quicker. The difference was that even when he dodged them all, they would simply retract and fire off again like reloading a gun. He only had a second and a half between each flurry of attacks to catch his breath. It was just enough time to make his move.

When Carnage went to reload his attack, Spider-Man web-zipped himself toward his enemy and grabbed him by the shoulders, flipping over and slamming him into the ground again.

The monster wasted no time, unlike before, and quickly jumped up to tackle the arachnid. They rolled into a wrestle for dominance, Spider-Man managing to gain the upper hand and keep him pinned down.

"Kyoka!" Spider-Man called out, "Shoot us!"

"Are you sure?!" She asked concerningly.

"Do it!" He commanded.

"I will rip out your heart if you even dare!" Carnage threatened her, "I will hunt you down and tear those ears right off and make you choke on them!"

Knowing how insane he was, Kyoka could only take that as the truth. The attack didn't work on him before, so what was this one going to do differently? He would just get right back up and do exactly what he says he will. That fear sunk deep into her core, freezing her in place rather than acting on her instincts.

"Kyoka!" Spider-Man begged, "Hurry!"

Without her attack, Carnage was able to push Spider-Man off and form a blade with his right hand. He sliced forward, cutting across his chest but only his flesh. Again, he sliced, and Peter backflipped to avoid it, jumping to the wall behind him and bouncing off it to soar over like an eagle. He landed next to Twice, only taking a second to give him a confused look. Carnages screech pulled their attention. This time Twice was the one to act, grabbing his tape roll and swatting it at the creature. Its surprisingly sharp edge cut right across his face, blinding him and sending him crashing into a mailbox on the sidewalk.

"Nice assist!" Spider-Man complimented, "That'll give us a second! We need to get clear!" He turned to look at Kendo, "Time to go!"

Kendo ran up to Kyoka and put her hands on her shoulder, "Jiro, we need to go!"

Finally, she snapped out of her fearful state, and nodded in agreement. Spider-Man took lead and ran down the street with his three allies close behind him. Carnage was still recovering the wound on his face and body, crying like a baby with nails in its throat.

This was not fun for him, not fun at all.

…

The red monster didn't seem to have been following them anymore. Despite this, operating in plain sight wasn't an option, not with the maniac's high senses rivaled only by the arachnid himself. Shelter was needed, and desperately, and they put their trust in Peter to find it. The very fact she was following him right now set a divide in her mind. This was the same boy who gained their trust in class, then threw it away to become a vigilante. The same boy who faked his papers and who knows what else. Just a few hours ago, she was believing she could never trust him again. Yet, here she was, having no choice but to place that trust in his lap.

They finally found a building under construction, abandoned likely due to the crisis across the city. It was still in the foundation phase, the only walls being on the first floor. Below them was primarily dirt and concrete dust spilled from their bags. It was secluded enough to buy them some resting time, and that was enough for now.

The four of them caught their breaths, even Spider-Man, who usually has outstanding stamina.

"What the hell was that thing?!" Kendo asked, standing up straight and stretching out her back.

"It's been chasing us," Kyoka answered, "I don't know where it came from or who it even is!"

"His name is Carnage," Spider-Man answered, having already regained his oxygen faster than the others and looking out onto the streets from the door whence they arrived, "That's what he calls himself, at least. His real name is Cletus Kasady, a serial killer given the power of something called a symbiote."

"A symbiote?" Kendo pondered.

"They're ...well," It would be hard to explain that the symbiotes were from outer space, aliens from another world. At least it would be hard to comprehend for Kyoka and their other guest, perhaps not so much Kendo, "Basically, his …quirk is that he can use this living substance that turns him into Carnage. He's crazy, and powerful, that's why we needed to get you away from him. Once he picks a victim, he doesn't stop until either they're dead, or he finds a new toy to play with."

Kyoka scoffed, "Of course you would know him. Trouble seems to follow you wherever you go."

He stopped looking out the door and turned to face her, feeling the daggers she stared at him. Its no surprise she isn't happy to see him, he expected as much from most of his classmates, "Kyoka …I know we haven't talked since the festival-"

"I'm caught up, don't worry," She scolded, "The news was pretty fluent with how you abandoned everyone and became a villain."

"I'm not a villain!" he argued, "I'm a vigilante. I do everything the heroes do-"

"Without permission, therefore breaking the law! Why the hell did you even bother saving us?!"

"Because it's the right thing to do, dammit!"

An uncomfortable silence fell on the room, dark vibes coming from both Kyoka and Spider-Man. It likely didn't help his case that he was still wearing his mask. All he wanted was for her to be comfortable with his presence and trust him. Reaching for the back of his neck, he removed his mask and held it firmly in his hands. His identity was no secret here, after all, so he didn't mind their guest very much.

"Kyoka," Peter began, "I did lie about my entry papers. I lied about a lot of things; I admit that. But I really do see you as my friend. I still care about everyone back in our class, that was never a lie. Everything I did, I did so for good reason."

"From your viewpoint," She countered, "You did it to conserve yourself."

"…I did," He admitted, "I was weak …like I always am."

Kendo cut into the conversation, not having any of what he was saying, "You aren't weak, Peter."

It was sweet of her to argue against it, but he knew it to be true. There was a voice deep inside his head that told him this, and it would never shut up no matter how much he tried. Failure was always right around the corner for him, like speedbumps you just couldn't avoid. It haunted him ever since his arrival, maybe even before that. His mind travelled back to his conversation with Tokoyami. Finding out how Momo and Mina felt about him at the time scared him to death, made him feel so weak as he was unable to prevent it. Tokoyami tried to tell him he wasn't weak, but that was a concept too difficult to grasp, even now.

"…Do you know how many times I've failed since coming here?" Peter asked genuinely, "I couldn't beat Rhino without Mt. Lady. I didn't stop the Sinister Six on my own. Tombstone kicked my ass and there was nothing I could do. Nightmare had me dead to rights until Kendo showed up to save me. Even now, I'm struggling to hold my own against my worst enemies. All I've done since coming here is be one huge failure. I know how weak that I am, and I know that doesn't make it any better …" he paused, avoiding her eyes, "I'm just trying to do what my Uncle taught me, Jiro."

She tried to avoid them, but his words did hit her. It took real guts to admit your own weaknesses, especially when becoming a hero meant being h strongest you could be. Most who argue for their side would point out the positives, and try to make the other look stupid, but not Peter. Peter was willing to admit he was faulty rather than attack her own views. Something about that approach resonated with her.

Twice had a different reaction.

He didn't hear a single word he said, opting to only focus on his face. That was the face of the boy he met at the Soup Kitchen, the one who's advice put him in this strange situation. It was all making sense now; no wonder the kid was poor. He was a vigilante, an outcast just like he was, struggling to find his strength and his place among normal people. Seeing him here was like a strike from reality, pulling him back into one piece.

Twice groaned softly, sitting himself down against one of the support pillars, rusty bars still sticking out of it. His falter caught the arachnid's attention, and he rushed over to him on one knee, "Hey, you ok buddy?" He asked, "Did you get hurt?"

Twice held his hands to his head, feeling the confliction grow too much for him to bear. He ripped his mask right off his head and threw it to the ground, breathing heavily as though his head had been in a plastic bag a second too long. Peter instantly recognized him, and was rather surprised fate had played her cards this way.

"…Jin?" he questioned.

"Give me a minute …" he groaned, feeling the balance of his mind return to him.

Peter turned to address Kyoka, being that she was with him when they found them, "How do you two know each other?"

"I …just ran into him on the street," Kyoka answered, "I didn't want Carnage hurting him too. It's my fault he's even roped into this …" She pouted, "It's my fault we didn't stop him."

"Kyoka-"

"I need a minute."

Kyoka strolled to the other side of the complex, still within view but far enough from direct earshot for synthetic privacy. Everyone around him seemed to be stressed and worn out, and he couldn't blame them. Carnage was no joke, especially for those inexperienced with fighting him. The monster was still out there, still looking for them, for anyone he could sink his claws into. That wasn't something he could allow.

"Spider-Girl," he called out.

"Stop calling me that!" Kendo argued.

"Watch over them for me while they recover. I'm going to take a sweep of the area and see the state of the crisis. If I'm not back in 30 minutes, get them both out of the city."

"...Peter, I'm not going to abandon you-"

He walked up to her, placing a hand softly on her cheek, "If I'm not back in a half hour," He spoke softly, "Get out of the city, please."

This wasn't a leader commanding his troops to act, this was her partner quietly begging her to stay safe for him. It's exactly the kind of thing she would ask of him if the situation was reversed. Arguing at this point would simply seem hypocritical.

Superheroes were essentially super powered hypocrites, after all.

"…Please stay safe," She asked.

"I will," he kissed her forehead before putting his mask back on and running out the door, swinging into the night. Kyoka didn't bother to watch him go, but winced when she heard his web shooter go off. There he went to fight the battles she was too terrified to fight. Had she been brave enough to fire that blast, perhaps this Hell would be over.

Assuming Hell would be any better.


	39. Split Down the Middle

"You're asking _me?_ "

The woman All Might was speaking to on the roof of the school was one he had seen around before in the news. She was fairly new to the super hero lifestyle, but had already gained quite a bit of popularity. Sadly, much of this popularity did come from how many viewed her physical appearance, even comparing her to other heroes with the same issue. She was a beautiful young woman, blonde with purple eyes. In or out of costume, she was gorgeous, but it was in costume that the fans loved so much. She hadn't expected the number 1 Pro to come talking to her, especially during her time off. She wasn't supposed to be doing any hero work today, hence the lack of costume, but All Might asked her to meet him here today to discuss something important.

"I know this is a strange question," Said All Might, transformed into his stronger more heroic appearance since this woman was one who didn't know about his secret, "But It is important that you answer honestly, Takeyama."

"But why _me_?" She asked, "You could have asked any other big pros, not that I don't like when men call me up," She cooed, showing off her flirtatious side for the symbol of peace. Admittedly, she admired All Might the same way many women her age did, even if she chose not to pursue him.

"I'm serious," He stated, still retaining his classic smile, "Your time spent with Young Parker is why I'm asking. You've fought at his side time and time again, and understand what kind of person that he is. This isn't an easy choice for me, that's why I'm asking those who know him well what I should do."

It made sense, of course, but it was still surprising that he came to her of all people. True, in the time spent crusading as her alter ego, Mt. Lady, she had partnered with the wall crawler on multiple occasions. He was always sweet and awkward in a cute way; innocent, even. Whatever Peter did, he did so for others at his own expense, never wishing to put others at risk if he didn't need to. When the news branded him a criminal, when she was told to capture him, it broke her heart. He was one of few she felt as though she didn't need to impress with her looks. Now, the number one hero, was asking for her advice. Wasn't he the symbol of justice? Why was he so unsure?

"If you want to know what I think of Peter," She finally began to answer, "Off record, I think he's a hero. I know the police want us on the lookout for him, but frankly, I've kept my eyes closed. When I first met him, he was protecting innocents. The second time I met him, he was doing the exact same thing. Peter puts himself before others, whether he has what it takes to succeed or not. That's probably what I admire about him the most is that he keeps trying over and over again despite what others may say."

"So …if you believe him a hero-"

"-I don't think you should go after him, All Might. He's a good kid, who's only guilty of doing the right thing, something a lot of aspiring pro's these days could learn," She sighed, "Even me."

This wasn't quite the same woman he knew from the news. The woman he knew of used her looks to get ahead in popularity. She showed skill and even caution, which was promising, but soaked in the spotlight after each appearance. This interaction, however, told All Might there was more to her than originally thought. She was thoughtful, empathetic, and gave him the answer he honestly wanted to hear.

Still, this was only one of a few more stops he needed to make.

"Thank you, Mt. Lady," He staggered, "Eh, Yu Takeyama. I'll take what you've told me into consideration."

All Might then leapt into the air, a gust of wind left behind to nearly blow her off the roof. The conversation with him got her thinking about poor Peter, still on the run from those angry for his kindness. What could he be doing now, she wondered?

…

Peter had been gone for about 15 minutes now, halfway to when he would want them to pack up and leave. She may have told him she would comply with his request, but that didn't mean she had to like it. Kendo came here to fight by his side and protect him from danger, not allow him to throw himself into the fire. He was all alone out there, hunting a monster without an ounce of remorse for his actions. If he wasn't careful, Peter may end up getting killed out there. The idea of losing him so soon after finding him again broke her heart.

Kendo looked to her allies, both seemingly in turmoil after the recent events. Jin was still sitting against the pillar trying to get his bearings. Meanwhile, Kyoka was lost in the darkest parts of her mind over in the corner. The things that Peter said must have really gotten to her, as it did for Kendo too. She knew Peter didn't have a lot of confidence in himself, but she never knew he thought himself weak. Though he allowed himself to be loved by others, he didn't allow to love _himself_.

She had nothing else to do with her time.

Kendo strolled over to Kyoka with her hood and mask tightened on her head. There was little chance Kyoka would recognize Kendo since she didn't know her very well. This was the best opportunity to talk to her and figure out what's bothering her so much. Obviously, it has something to do with what Peter said, the mystery would lay in which part and why.

"Kyoka Jiro?" Kendo addressed by her full name, trying to show a form of politeness, "How're you holding up?"

Kyoka seemed startled, finally getting pulled from the depths of her mind. She didn't recognize the masked woman before her, but could at least tell she was rather young due to her voice and height. Too young to be a Pro, so she must have been a vigilante like Peter, "I'm fine," Said Kyoka, "Who are you?"

"I'm just … a friend of Peter's," She spoke awkwardly, "A friend who can tell something is wrong."

"It's nothing."

"Jiro, if we want to get out of this safely, then I need you in a good mindset," She argued, "I know it has something to do with Peter."

Kyoka clenched her arms tightly, "Everything has to do with Peter these days," She gritted her teeth, "We let him into our class and welcomed him with open arms, not even questioning it. We made him our friend, but he kept secrets from us. Now we're all supposed to tell everyone he's a criminal, and talk about how sorry we are that we knew him!"

"That's …" Kendo understood in a small way. She too was unsure of whether Peter could be trusted or not when they first met, accusing his vigilante activities as wrong and immoral. Being torn in two directions, its hard to pin down how you're suppose to feel, "I'm sorry you feel betrayed."

"No!" She exclaimed, "The problem is that I _don't_ regret it!"

Kendo raised her brows and widened her eyes, "What?"

"Everyone is telling me how sorry they are that we knew Peter. They give me their condolences saying 'He was a villain all along! Thank god he never hurt you!' But I-" Kyoka stopped, taking a deep breath and crossing her arms while she leaned on the wall behind her, "I'm sorry …I'm usually so much more composed."

"Not everyone can bottle their feelings forever," She rested her shoulders, "I would know. I was skeptical of Peter too when we first met. I began to see his side, though, and realized he was a really good person."

"That's the worst part," She complained, "He _is_ a good person, so naturally you wanna see the best in him. The problem is that he still broke the law, that makes him a vigilante, and to some people, a _villain_. Either way, he's a criminal, and everyone knows criminals are cold hearted and …and he's not," her facial muscles tightened, showing that she truthfully had no idea what to feel, "We're raised to believe all villains are nothing more that evil entities that heroes need to stop, so we think the same for those like Peter. Break one law, and you're a villain forever in the eyes of so many. I don't …I don't like it."

It came full circle back to this topic. The idea of the hero system, and how flawed it was. Peter always went on about it, about how flawed the system was for everyone involved. As it turned out, he wasn't the only one to see it that way. It took time for Kendo to understand it, so it was no surprise Kyoka was struggling with the idea as well.

"…I don't like it either," Kendo agreed, "People see a Pro hero and build them up as saints, even the ones that come off as aggressive like Endeavor. Super Heroes are the modern-day mythological figures like Zeus or Hades. Everyone needs to be categorized to make it easy to understand. Thing is …just because you've done something bad, that doesn't mean you're forever defined by those acts. Anyone can be redeemed, and no one is purely a villain."

"…Not even Carnage?"

That was a tougher subject, but one for discussion none the less, "I don't know his origin. I imagine though, that once upon a time he wasn't like this. Some people become so broken that all they can do is find ways to get rid of the pain. What we become isn't defined just by actions, but by our feelings toward them. Carnage doesn't seem like he feels remorse …maybe he did once upon a time, but he's been broken too far. Some people are just too far gone."

"Oh …right."

"But that doesn't mean people like Peter are the same. He doesn't like breaking the law, but he see's the good it can do, and decides that it's worth it. Our mistakes don't define us, even if everyone else uses them as an excuse to resent us."

Kyoka _had_ resented Peter fully at first upon hearing of his crimes. When it became public and official, everything had fallen into place. However, it was different when that detective first arrested him after the sports festival. Everyone defended Peter even though he was going to be arrested. Does the public's view really sway how someone feels? Are people so controlled by the majority opinion that they'll shun anyone's name that ends up on the morning news? Has everyone given up on getting to know people, and allowed titles like Hero and Villain to take the place of their actual names?

Was the Hero system truly that flawed?

"…You make Peter sound so great," Kyoka said quietly, "If I was anything like him …"

"You would have blasted Carnage when he asked," Kendo finished, "Is that what you were going to say?"

For a moment, Kyoka was at a loss for words. She was being read like an open book and there wasn't much she could do. Sure, if she wanted to, she could hide her feelings and disconnect whenever she didn't want to talk. The problem was that she didn't want to hide what she was feeling. She wanted to talk about it, she wanted someone to tell her everything was ok.

It made her feel like a child.

"You were scared," Kendo reassured, "No one faults you for that. Carnage is a pretty scary guy; I don't blame you for freezing up."

"Peter didn't freeze."

"Because he's fought him before. I don't know how, but Peter found a way to use that fear as motivation, rather than let it cripple him," She placed a hand on her shoulder, "We're going to get through this, I promise."

In the other corner of the room, Jin chuckled at their conversation, "I can see Peter's chipper-ness rubbed off on you."

The two young girls looked to him, almost forgetting he was there by how quiet he had been all this time. Not much was known about him by the two, he was a mystery for sure. Kyoka had run into him by accident, she claimed. Him even being here was her own fault, and it was about time she made up for it.

Thanking Kendo for the pep talk, she strolled awkwardly over to Jin and sat down next to him, looking over his current state.

"Hey …Jin, was it?" Kyoka asked, "We never really introduced ourselves. My name is Kyoka Jiro."

"Jin Bubaigawara," He answered softly, still feeling his head recover. Going back and forth on the mask was draining, but it was the only way to retain a sense of stability and prevent himself from splitting.

"So …I wanted to say I was sorry for dragging you into this," She said, "It was wrong of me."

"You didn't drag me into anything, kid," He corrected her, "I didn't have to save you from that thing."

"So why did you?"

"Oh, you know, the little voice in my head wouldn't shut up. Kept telling me we should try making friends and that doing good things is the way to get some."

 _I was right though! Now was have three friends! You should listen to me more._

"In any case, thank you," She smiled, "That weapon of yours came in handy. But what was with the mask?"

"I don't want to talk about it."

She didn't really know how else to continue the conversation if he wasn't going to keep it going himself. At the same time, just getting up and leaving felt too awkward and rude for her. The two just sat in silence, wondering if they should say anything.

 _Don't friends tell friends what they're feeling? We should try opening up! Come ooooooon you'll feel a lot better about it!_

At this point, he just wanted the voice to shut up.

"…fine," He grunted, "I have a quirk called double. I can make a clone of anyone and anything I touch."

"Is that why you called yourself 'Twice'?"

"Yeah, basically. I used to make my clones do all of my responsibilities. Things …didn't work out the way I wanted them to and it resulted in this," he pointed to the scar on his face, "Sometimes …I get all panicked and nearly split again, so I use the mask to make myself feel whole. It results in me acting like Twice."

"Acting like …" It suddenly hit her, "Do you have …dissociative identity disorder?"

"Something close to it, at least that's what the doctors tell me."

It was a strange subject to tackle, so much so that Kyoka didn't try and add anything to the conversation. This only made Jin feel worse about himself. People always judged him for his mental state rather than try to get to know him. Even those who aren't rude about it, like Kyoka, are still startled and are unsure if it would be safe to continue interacting with him. This is why he didn't want to make any friends, because no one would want to know him anyway.

…

Normally she wouldn't have come, as she expected the heroes of this district to handle things themselves. She never liked team up's or crossovers, feeling as though it made a hero seem weak, like they couldn't handle things on their own. This time was different; she was here for her own purpose. Dozens of civilians had reported being rescued by a masked vigilante with a spider logo on his chest. The description fit the guy who had managed to escape her a few days before. She hated to lose, especially to a kid, no matter how strong they may be. All he did was watch her off guard, that's all. She needed to make things right and be the one to catch him.

Miruko stood atop the tallest building she could find, looking down at the scene below. The monsters looked powerful, tempting her to go down and fight. If she did, though, it would take attention away from the local heroes, and they could use the spotlight. If she came in and rescued them, the people of Hosu would start believing they couldn't protect them. Maintaining that hope was important, that's why team up's upset her so much. There's no hope if only one of a group shows up to save the day, especially if it _takes_ a group to get anything done.

"Where are you?" She asked aloud, not expecting anyone to actually answer her.

Suddenly, a loud screech could be heard in the distance, followed by the sound of tires skidding across pavement.

…

A tug of his web and he launched himself through the night sky of Hosu City. The chaos had yet to end, but it was no longer escalating uncontrollably. The Pro Heroes as well as many police and fire fighters had managed to keep things stable. When the night began, more fires were caused than put out, but now the ratio was just about even. Most of the population had either been hidden in the basements of their homes, shelters, or evacuated the city. The less people in the way until this was over, the better.

As if the Nomu and the fires weren't bad enough, now he had to worry about Carnage. He was one of his worst enemies back home, crazy right down to the bone. Cletus was bonded to a symbiote, an alien organism from another planet, and one of a set of monsters he's faced in the past. There was a time when even he was bonded to a symbiote much like his, but it only caused him agony. Even after ridding himself of it, it wasn't over. Not only did it find a new host, but it created a far more dangerous offspring, which came to be known as Carnage after bonding with Cletus, a serial killer at the time. Because he was so closely bonded to the symbiote, his spider-sense refuses to recognize them as a threat, so sensing them is impossible. Now he was here, carrying his kill list over to an entirely new world.

This was his responsibility, and he needed to deal with it himself.

That famous screech could he heard once again, coming from nearby. Carnage never did mind when others knew of the blood he was spilling, in fact he enjoyed the audience. The symbiotes were always ones to enhance existing attributes in their hosts, including negative feelings like rage and insanity. Peter wasted no time firing off a web and changing directions to swing toward the sound.

A car was driving down the road, swerving left and right uncontrollably. The driver nor the passengers could see the road in front of them, only the blood colored monster standing on the front hood, laughing maniacally. The mother driving did her best to steer while the father and their son remained tormented in the passenger seats.

Carnage cheered like a child in a roller coaster, "This is so fun! When you crash, make sure to go head first! I want to see your brains splatter against the pavement! The look on your family's face will be priceless!"

Spider-Man quickly swung down and grabbed Carnage at the lowest point of his swing, throwing him off the car and watching him crash into the sidewalk, rolling over and remaining there unmoving. The car was far too out of control to stop now. Spider-Man quickly shot his webs at the back and planted his feet on the ground, pulling tightly so the vehicle would come to a gradual stop having stretched the webbing. It took a moment for the mother to finally realize the danger had passed, and she took her foot off the gas.

"Drive safely, ya crazy kids!" Spider-Man shouted, releasing the webs. Finally calm from the experience, the woman was able to drive her car down the road and away from the monster.

Carnage had only just begun to get up, having broke a few bones upon landing. This was no problem, not for the symbiote which had already nearly finished healing Cletus's mortal wounds, repairing the bones back to their original states, if not stronger than before.

"I was having fun!" Carnage shouted at the wall crawler, "You ruined my fun again! Why can you not just leave me alone?! It's no fun when you're here! I hate you!"

"Hey, don't look at me, it's the costume!" Spidey argued, "I may not have the best reputation but I'd like to uphold it!"

"Then let me peel it off your corpse!"

"But I have to be dead for that- Ooh I get it now."

Carnage rushed at him with his claws extended, slashing uncontrollably. Spidery did his best to dodge, but the claws extended suddenly and slashed across the flesh of his chest, creating three new wounds that also ruined his costume. It didn't matter; he was so pumped up with adrenaline that he barely felt it. Just seeing Carnage sent the adrenaline spiking through his veins every time.

Carnage brought his claws down, but Spider-Man blocked it at the wrist. Using his momentum, he grabbed Carnage's wrist and tossed him over his shoulder. Instead of being thrown across the street, however, Carnage stretched his legs and quickly rooted them into the street for an easy landing before slicing away with his other set of claws. Spidey managed to jump away just in time before the attack could reach, but Carnage just jumped after him He swatted at him, and Spidey dodged over and over.

The red monster was behaving more and more like a child every second. The longer Cletus remained in that form, the more deranged that he became. Any sliver of sense he may have had being human withered away when he became this creature, and he liked it. He liked being free of logic and sense and disconnect from the consequences of reality. Some people are so broken, they'll do anything to be rid of that pain, even become monsters.

"Where's the ear girl?!" Carnage demanded, "I wanna play with her instead, she's so much more fun!"

"Sorry!" Spidey jumped over Carnage, landing on the other side of the street, "But her father doesn't want you seeing her anymore! You're just a bad influence, man!"

A roar of anger launched the red monster toward the hero. As he reached him, Spider-Man leapt over and kicked his back. Carnage went soaring into the glass window of a music store, crashing into the area behind the front desk.

As he was getting up, Spider-Man leapt over him and into the store, rushing to the back and quickly shutting off the lights. Carnage didn't have a spider-sense, not in the same sense, but he knew he was in there with him, probably wanting to reduce their fighting arena size like the clever little spider he was.

The monster stood up straight, walking further into the store and looking around through the many instruments and books related to music. It was a little hard to see because of the lights being out, but Carnage's vision was superior to that of a normal human, so it wasn't that much of an issue. What was an issue was that he couldn't find the spider anywhere. Even though he doesn't have a spider-sense, he can still see from any angle on his body thanks to the flexibility of the symbiote. The second he tries to make a move, Carnage will know.

That was on the assumption he could see him.

In the corner of the store, Spider-Man, his stealth mode activated, plugged cords into a set of speakers. He turned the volume and pitch up as high as he could, and grabbed the guitar they were connected to and put it around his neck.

"Kasady!" He shouted, turning his stealth mode off, "You like rock and roll?!"

He hissed at the spider, instinctively running at him without realizing what he was standing in front of.

"Let me tell you," He raised his hand, guitar pick in hand, "It's some really killer stuff!"

A single strum of the strings, and the speakers blasted the sound loudly and at a high frequency, shaking the shelves and instruments hanging from the walls. The sound stopped Carnage in his tracks and his symbiote began to loosen from his body, pieces peeling off like hangnails. Though it hurt his ears, Spidey strum again, this time harder than before. Carnage backed away with his hands on his head, trying to block out the pain that he was feeling.

Another strum, nearly making Peter's ears bleed at that point. And Carnage fell to his knees. This was the moment he needed. Spidey rushed forward with his guitar and slammed it over Carnages head, creating feedback that sent him into an agonizing rage. The pain he was feeling was unbearable, like superheated metal being carved into your body, then pouring salt into the wounds. The only difference was that it was all over his body, and three times as painful.

"Not a music lover, then?" Spidey asked, "Acquired taste, I guess."

Carnage squealed in agony, holding his body as though it was going to completely come apart. He needed to regenerate his wounded body, and he needed to do it now. In the state he's in, the symbiote could come right off his body if he wasn't careful. The tension created by the soundwaves loosened its grip on his body, creating a divide between Carnage and Kasady.

"Ok, Cletus," Spider-Man said, "Let's wrap this up-"

"Gotcha!"

A new voice suddenly entered the battlefield as a figure tackled him at high speeds. Spider-Man was pinned to the backwall of the store, a metal foot pressed against his chest. The foot was shaped like a rabbit's, immediately telling him who had shown up. Standing in front of him with one leg raised to his body was the pro Hero Miruko. She had a devilish grin on her face, as though she had just won a prize at a carnival _knowing_ the game was rigged.

"I thought the reports were true!" She exclaimed, "Got a whole bunch of calls saying that Spider-Man was in Hosu! I'm fast on my feet so I came a soon as possible to finally even the score with _you_!"

"Miruko-!" Spider-Man's eyes were on Carnage, who was just beginning to get up.

"I told them I didn't need any help with this! You're going behind bars for a long time, kid!"

"Miruko-!"

"You have the right to remain silent, asshole!"

Spider-Man shoved her leg to the side and grabbed her by the shoulders. At first, she thought he was going in for an attack. Instead he gripped her tight and took a dive to the right, both of them landing on their sides. Just as they landed, Carnages arm had stretched and pierced the wall where they were standing. Before pulling back into his body, the arm formed a blade and sliced directly through the speakers. They won't be able to pull that trick again anytime soon.

Carnage laughed maniacally, "Thanks for that, pretty woman! Gave me just enough time!"

"Dammit!" Spidey cursed her, "I had him where I wanted him!"

"I was trying to-" She began to argue.

"You want a villain to capture?!" He stood up, "Help me stop _him!_ "

Carnage laughed again, "Now I have two vessels of blood to spill! Lots of wonderful blood to paint this town red! I'll carve out your hearts and use them as paint brushes to splatter my name on every building, every street so _everyone_ knows my name!"

"…Well damn," Miruko stood, "That's a classic psychopath right there."

"You think?!" Spider-Man exclaimed, "You gonna help fight him, or what?!"

Though Spider-Man was her actual target, it was clear by appearance and vibe alone that this red monster was a bigger threat as of the moment. To not fight him would only be foolish of her as a hero. Teaming up with the kid wasn't something she liked, though, she hated teams. "As if! Just stay out of my way while I deal with it!"

Miruko charged forward, launching a roundhouse kick with all the power in her right leg. Spidey tried to protest, but she had already moved before he could do anything to stop her. Her right leg swung at Carnage with high speed and power, smacking him directly in the head. The impact sent him crashing through the wall and into the alleyway outside, hitting the brick wall of the other building. Miruko held her position for a moment before elegantly putting her leg down.

"There, finished," She brushed dust off her shoulders, "Now, where were we-?"

Carnage's fist came stretching through the hole in the wall and smacked Miruko across the jaw. The strength of the attack was surprising, even knocking her into the shelves and pushing them over. As she got up, she was only met with another strike from the monster, performed in the same way she had attacked him, that sent her flying out through the previously broken window and onto the street.

"You may be pretty, but you are certainly no fun!" Carnage complained, "No fun at all!"

His hand stretched down, forming an axe shape that hung at his side.

"Maybe I'll take that pretty little head of yours right of your shoulders!"

As he took a step out of the store, Spider-Man jumped at him with another guitar and smashed it over his head, knocking him to his knees and standing between him and Miruko. The Pro in question had just managed to get to her feet, still feeling the bruises she had been dealt.

"He's no joke, Miruko!" Spider-Man exclaimed, keeping his eyes on Carnage, "He's dangerous and insane! If you aren't careful, he will kill you without remorse! This is all a game to him, so you have to take this seriously!"

She grunted from the pain, but stood strong anyway, "I've fought psychos before!"

"Not this one!"

Carnage tilted his head to the side as he stood up straight, the axe still formed on his right hand, "The two of you standing there …you look just like mommy and daddy," he held his free hand to his head, "Mommy and daddy …poor mommy, she was pretty too …too pretty, it annoyed me…" he growled, "Just like you are!"

He rushed forward in bloody rage, getting ready to swing his axe. Spidey could have jumped away from the attack easily, but he knew that if he did, Miruko would be open to the grip of death. Instead, he allowed himself to be Carnage's target as he swung the axe down. He was fast, but Spidey was just fast enough to dodge the axe, though it scraped his back just enough to show. With the monster wide open, Spidey through a round house kick to his body and pushed him away, though he only came rushing back with the axe.

Miruko launched forward and kicked him with both feet, sending him flying at high speeds back into the music shop and crashing into the room out back. Part of the roof collapsed on top of him, covering him in varies debris.

"…Is it over?" Miruko asked.

As if to answer her, Carnage came launching out of the roof and high into the air, using his own artificial webs to zip toward them. He shot a web at Miruko, which she jumped back to dodge, Spidey jumped into the air to meet him halfway, but Carnage's momentum was far greater and he tackled him to the street.

"Where is the girl?!" He shouted, "Ear girl! Where is she?! I wanna play with her! I wanna! I wanna! I wanna!"

Carnage grabbed him by the neck, gripping as tightly as he could. Unable to escape, the symbiote suddenly started to expand upon the hero. It grew and slithered up Spider-Mans neck and stuck itself to his temples. A tingling sensation similar to his spider-sense starting raging through his head, causing a headache unlike anything he had ever felt before. His vision began to cloud as his conscious was thrown into the back of his head.

Peter could see himself in a dark room, possibly shaped like a dome. The sky above the dome was red and raining with blood. He had only ever seen a place like this when the original symbiote would take full control. This was the center of Carnage's psych.

"Welcome to my world, Spider!" Carnage's voice echoed all around him, "Let's see what we can dig up!"

Across the walls of the dome, images began forming and playing like a movie. They were specifically of this night, and everything that happened upon arriving on the train. He knew what was going on now, Carnage was using the symbiote's power to link himself into his mind!

"I see them," Carnage said, "We have forged a link, I can see your memories Parker!" Carnage released his grip as the two were pulled back into reality, and slammed Spidey's head into the ground, "There she is!" he exclaimed, stepping off of him and jumping high into the air. He used his synthetic webs to swing away from the scene of the destroyed shop.

"Crap!" Spider-Man jumped to his feet holding his head, "The symbiote linked with my mind! He knows where they are!"

"Where what are?" Miruko asked.

"He's gonna kill them!" Spider-Man ignored Miruko's question and leapt into the air, swinging after the red monster. She was having none of it as she super jumped after them, doing her best to keep up with the chase.

He let his guard down for a second too long, Peter thought to himself. The symbiote links itself to the mind of its host and can see all their experiences, so of course it could do the same to others! Forcing a link with him allowed Carnage to see his recent memories and discover where he hid his allies. All he wanted was to kill Kyoka, finding her to be much more 'fun' to play with. He should have been more careful and seen Miruko coming, he could have had him beaten by now. Peter was finally going to win a fight and it blew up right in his face because he got too cocky. He shouldn't have messed around, and now others were going to pay for it.

The construction site came into view, just a block away, or two strong swings. Carnage was closer than he was, but his swinging pattern was erratic. He was too excited to play with his favorite toy that his swinging speed had slowed down. Using the chance that he had, Spider-Man shot a web and pulled on it tightly, curling his knees close to his chest for maximum momentum and less wind resistance. The result was a powerful swing that sent him soaring toward his target. Tackling the monster out of the air, they crashed through the roof of the building, then through the next floor.

The pair ended up on the same level as Kendo, Kyoka, and Jin, who hadn't expected them to arrive in such an intense fashion. Jin had jumped to his feet with Kyoka and grouped up with Kendo, recognizing her as the designated Pro beyond Spider-Man, who was currently preoccupied.

"Peter!" Kendo shouted, resisting the urge to enlarge her fists in front of Kyoka.

"Get out of here!" Spider-Man shouted, wrestling with Carnage and doing his best to keep him down as he struggled like a rabid dog.

Seeing Carnage again, Kyoka completely froze. All she could think about was the man she had discovered to be mauled by this horrible monster, and it made her sick. The image of him ripping out her ears like he had threatened scared her more. Her ears were a huge part of who she was, and a main component to her quirk. Because of this, she never actually considered how easily they could be removed by a maniac like him.

Miruko crashed through the roof as well, seeing the two combatants going at it. Her quirk was best used for one on one fighting, so it would be hard to get a hit on the monster with Peter in the way.

"Kyoka!" Spider-Man called out, "Blast him! He's weakened by sound waves!"

Kyoka still looked terrified, trying her hardest to compose herself but finding it difficult in the presence of that monster.

"Jiro! Please!"

Carnage grabbed Peter by the shoulders and flipped him onto his back, pinning him down with his knees. His right arm formed a machete, and he had readied himself to slice down and cut the little spider right down the middle.  
"Mommy always said to cut up your food! She also said not to play with it, I never liked _that_ rule!" He laughed hysterically.

Kyoka wanted to move and do something, but the added presence of Miruko caught her in a net. She was a Pro hero, one of the best in fact. If she were to see Kyoka try and attack the creature without first being under attack herself, she would likely brand Jiro as a vigilante like Peter. All the work she had done to become a hero would be immediately undone because one person saw her act, her desire to help, as a sin across the hero community. Acting against a villain using your quirk was forbidden by law, nothing could change that.

Nothing would change their minds.

Carnage brought down his arm to cut him, but Spidey caught the blade with his hand. He held on as tightly as he could despite Carnage's struggle, slicing the flesh of his hand with every movement. Blood had begun to spill and fall onto his chest, staining his signature spider logo.

"Yes! Blood, glorious blood!" Carnage shouted.

Miruko leapt forward with a powerful pounce and kicked Carnage off of the young hero, watching him crash through a support pillar. Spider-Man grabbed his now freed hand in agony, feeling the many cuts he had sported from catching the monster's makeshift blade. He tried webbing it up to prevent any more blood from escaping, but that didn't stop the pain one bit.

Carnage leapt right through the cloud of dust and tackled Miruko to the ground, his knees pinned her legs down first, then he used his arms to keep her hands down.

"You have a pretty face!" He laughed, "Want a kiss?!"

Rather than a show of affection, Carnage opened his mouth wide as his teeth sharpened. He was ready to bite straight down until she used the strength in her legs to kick him off. He was sent flying into another pillar, collapsing it over his head.

"That all you got, you bastard?!" She shouted.

"No! No! No!" He complained, "You're ruining everything! This is no fair! No fun! Go away! Go away!"

Both his arms extended into massive axes, and he swung them outwards as they stretched far enough to reach the entire proximity of the room in front of him. Everyone instinctively ducked from his attack. Instead of them being hit, Carnage's assault sliced through the pillars sitting on that side of the room. They each came apart and crumbled, making the overall structure lopsided. Debris began falling from the ceiling as there was no longer enough strength to hold up the complex. The roof above them began collapsing, pieces shattering upon impact with the ground.

"Everyone, get out of here!" Spider-Man shouted.

Upon seeing what was happening, Miruko eyed the three civilians to her right and leapt to them as quickly as she could. She was able to grab the two young girls with one arm, and the older man in her other arm. "Hold on!" she shouted as she prepared to make a jump skyward.

"Wait!" Kendo protested, trying to wiggle herself free, "Peter!"

The red monster saw them trying to make their escape, and he was having none of it, "No! I want to play with ear girl! You won't take her from me!"

Kyoka shut her eyes when Carnage had begun to sprint toward them, claws and teeth extended. Just before he could reach them, Spider-Man shot out two webs that stuck to his back and struggled to keep him still.

"No!" Kendo shouted as Miruko used the chance to leap through the roof and into the sky above, carrying all three in her arms.

Flying through the air, she looked back at the building she jumped from. That Spider-Man, the one she came here to arrest, is putting his life at risk to keep the monster from chasing them. He gave her a chance to bring the civilians to safety. Even though he was supposed to be a criminal, he understood that other people's lives come first before his own. Suddenly, there was a feeling of guilt in her, leaving him there all alone with that thing while she saved the day. It reminded her of a time when she chose a talk show over aiding one of her close friends in battle. That same guilt rushed through her veins as though her blood had been set on fire.

Inside, when he thought that Miruko must have been far enough with them by now, he pulled on the web and brought him to the ground. This only made Carnage angrier, now targeting his rage at the spider.

"You ruined playtime!" he cried, "You ruined it! Ruined!"

The monster charged at him with his claws extended and began slashing at the wall crawler. He didn't bother to fight back, opting to dodge as much as he could until he could find and opening to escape. When Carnage came for a side slash, Spider-Man ducked down to avoid it. He then leapt over and tried to kick off his back, but the monster grabbed him by the ankle and slammed him back into the ground, grabbing him by the neck in an attempt to choke him out.

"I'll squeeze your head right off your body!"

Spider-Man choked, "You must have been banned from having dolls as a kid, huh?!"

A piece of the ceiling fell and hit Carnage in the head, briefly freeing his grip on the hero. Spidey saw the chance and kicked Carnage off, jumping back up and expecting the fight to continue. Dust had clouded his vision and prevented him from seeing anything in front of his face. All Peter could hear were the sounds of rocks breaking, metal scratching against other surfaces, and the screeches of Carnage himself. Below their feet, the ground bursts open and the pipes underneath give way, spraying water all over the pair to create a false sense of rain. The water was ice cold, not that it mattered much to Carnage, who felt close to nothing beyond soundwaves.

The combatants rushed at each other, grading blows one after the other as their bodies were covered in water and now wet cement. With the close proximity and collapsing building, a quick escape wouldn't be possible without incapacitating Carnage first. He would block one of the monster's attacks, only to either dodge the next or be struck by his claws and whatever weapons he would form. The monster created an axe, sword, hammer, and whatever else he could think of to attack the hero. All Spider-Man had to use were his webs and his fists.

As another of Carnage's attacks came down, Spider-Man webbed his wrist to the ground and trapped him in that position, he slashed with his other arm and Spidey repeated the same act, pinning both of his upper limbs to the ground before them. Finally, with a moment of peace, he used his webbing to stabilize what remained of the pillars, and any other unstable structure he could find. Though his friends were clear, there was still no telling how much damage would be done if this thing fell.

The shaking continued, but it slowed to a minimum with the introduction of his webs, and Carnage was pinned for the moment.

"You think I won't escape and kill her?!" Carnage shouted, "You think you can kill me?! Huh, Parker?!"

"Is this all just a game to you, Kasady?!" Spider-Man shouted back, "The lives of others are nothing more than points on a score board?!"

"The human life is insignificant! They complain and they wither and they die! I'm just speeding things up! That's all!"

The hero could only stand there, catching his breath. Of course this was how he saw the world, as nothing more than a playground. As a child, Cletus had parents who cared for him. Maybe they weren't perfect, but they were still there none the less. Despite having the luxury of parents, Cletus chose to end them both. He tried to kill his mother, and failed, so she tried to kill him instead, but his father defended him and killed her. When he went on trial, Cletus spoke _against_ him and got his father the chair. He took the love in his life and threw it away like it was nothing.

"You had a family," Spider-Man stated, "You had a life! Loving parents! You just threw it all away! Any of us would do anything to get back the ones who loved us!"

"Oh …even you?" Carnage cocked his head, "Did the itzy bitzy spider lose someone? So sad," he stood straight, "Let me reunite you!"

Spikes grew from his arms and split the webs, freeing his hands. They quickly formed into a pair of axes that he swung out in both directions, stretching as far as he could go. Spider-man ducked, but his arms still sliced through the remaining pillars and the webbing he used to stabilize the building. All the supports had fallen now, and there was nothing left keeping the building afloat. The roof started coming down fast as the ground beneath their feet crumbled. Spider-Man held his hands out to catch the debris, but as it landed on him, the ground below fell apart and threw them both under, falling into the cavern below.

From the outside, Miruko stood atop a building far away, ensuring the civilians she rescued were in good condition. Suddenly from behind them, they could see the building come down hard on the construction site and send dust flying into the air. The sound of crumbling debris seemed to never stop. Kyoka had no words and could only hold a hand up to her mouth in shock. Jin wasn't sure quite how to react, not knowing Peter as well as his allies.

Kendo, however, wasn't as quiet.

"We gotta get back down there!" She exclaimed, trying to go to the nearest fire escape, but Miruko quickly grabbed her by the arm.

"Kid, it isn't safe! That monster could still be alive!" She argued.

"Peter wasn't trying to kill him! He was trying to _stop_ him, and you should have too!"

"Hey! I saved your life!"

"And left him to die!" Kendo spat at her, "Some _hero_ you are!"

"It's not my fault he needed help! A hero's job is to be strong, and not give in to the temptation of others aid. How can he expect to protect others if he always needs help doing it?! Who's gonna protect _him?!"_

Normally, Kendo had the highest of respect for anyone worthy of the title 'Pro Hero'. Right now, though, it took everything in her power not to enlarge her hand and slap Miruko straight across the cheek. No, this wasn't the time to let her emotions get the best of her, not when Peter needed her. Ripping her arm away, Kendo jumped to the fire escape and slid down the ladders as quickly as she could.

"God dammit!" Miruko cursed, then turned to Jin and Kyoka, "You two need to get out of here as quickly as possible! Stay somewhere safe until this all blows over!" she then jumped down off the edge and used her metal feet to land safely on the ground. Kendo had already gotten to ground level and began sprinting toward the wreckage, and Miruko jumped after her.

"…I did this," Kyoka said quietly, seeming to become trapped in her own head, "Peter …he wanted to save us …I could have helped him and I was too scared …" She put her hands on her shoulders, squeezing them tightly in an attempt to offset her guilt, "I'm training to be a hero! I'm not supposed to get scared!"

She was beginning to snap, her thoughts seeming to tear her right down the middle. She knows she could have helped Peter fight Carnage, but he had terrified her. Is this what all villains were really like? So sadistic and horrible? They couldn't have been, Peter was seen as a criminal and he was nothing like them. He stayed behind for them, and now he may have been seriously hurt.

And it was all her fault.

"... You should go, Jin," she spoke without looking at him, her voice shaking, "Thank you for your help, now just ...go while you can."

"...Fine," he spoke plainly, walking to the fire escape anr making his way to ground level. As he walked away, a piece of him regretted it. Perhaps he should have stayed behind to make sure she would be ok. Then again, would she even want him to? When she realized the case of his current condition, she shut down into silence just like everyone else did. He just wanted to try and make one friend tonight, but it didn't pan out. Jin needed to find people who understood and accepted him for who he is, who he really is.

…

Peter awoke with a gasp and immediately jumped to his feet, making his classic finger gesture at the nearest thing in his field of vision. His heart was pumping too fast, so much so that he could feel it in his chest. He was still gasping too, finding it somewhat difficult to breath normally. It was only after a few seconds that he realized something was off. The first hint was that nothing came out of his web shooters, when he knows he restocked them before finding Carnage. The second hint was that he wasn't under rubble, but instead crouched in the middle of a street during the dead of night.

And the third hint was that he wasn't wearing his costume.

In fact, he was wearing some of his older attire. He was wearing a black vest with a nice shirt tucked underneath, and a pair of tan colored pants. What threw him off further was that he was wearing his glasses, something he hasn't actually needed since getting his spider powers. When he tried taking them off, they seemed to have been stuck to his face. Nothing was keeping them there; they were fixed into place and wouldn't move no matter how much he tried.

Looking around, he found himself to be at a street in queens, by the old comic shop he used to visit. The area seemed familiar beyond just the shop, in fact, he could just feel it. This had to be New York, the one from back home. No one was around. Shops and window lights were on, but no one was home, no one was working. The entire street was barren of anyone but himself.

A gunshot fired off in an alleyway behind him, what was strange is that his spider sense didn't warn him. He had no time to wonder why, he just rushed over to the scene to see what had happened.

But there was nothing.

In the alley was nothing, just trash and shadows cast by the city. The only light that made its way in came from the street lamps. Peter began walking in, staying on guard for whatever may try to surprise him. Eventually, his foot stepped into a puddle. It wasn't just a puddle of water, though, there was some color to it. Tainting part of the water was the color red, and from here it smelled of metal.

It was blood.

That's when he recognized where he was. The dip in the ground that allowed a puddle to be formed, just outside the comic shop his uncle would shop at to pick up Peter's comics. Blood that stained the puddle every so slightly to hint at what transpired. A street lamp that just barely lit the way toward a poor man's fate.

This was where he died.

"You ok there, sport?"

Peter froze while staring at the puddle, feeling something seem to grip the inside of his throat. It wasn't an outside danger, merely the result of his own emotions taking hold. Slowly he turned around to see where the voice had come from, the voice he would recognize anywhere. Behind him stood an older man, dressed in a coat and work pants. His hair was a pure white, a ring on his finger as a promise to another Peter knew well. It took him a moment to finally release the grip on his throat and speak out to the man, calling him the same way he had done a thousand times before.

"…Uncle Ben?"


	40. Power and Responsibility

"It's an easy question, All Might."

The only place All Might could find the Pro hero known as Kamui Woods was out in public during one of his patrols. Kamui had just finished stopping a car chase through the area, and the news had been reporting on it a distance away. When All Might swooped in to speak to Kamui, cameras had darted their way faster than a speeding bullet. Immediately they started to theorize what All Might may have wanted with Kamui, perhaps he was recruiting him for a super hero team? Or maybe this was a publicity stunt? Neither were true, rather, this was far more personal for him.

"You didn't even hesitate," All Might pointed out.

"He was good," Kamui replied, his arms crossed, "He's a strong kid and had potential. We gave him the opportunity to surrender and he didn't. Everything that happens from this point on is his own fault. If the chief asked you to help capture him, then it's your duty as the symbol of peace to do just that."

Admittedly, that wasn't the answer he wanted to hear. However, he had to understand both sides if he was going to make a choice. Kamui believed in duty and justice, and swore by it at all costs. Someone was either good or evil, and their either fall or rise to the counterpart.

"And that is your final answer?"

"Yes," Kamui said sternly, "You know I respect you greatly, and that's why I'm giving you my honest opinion. Despite your past with him, the right thing to do is to catch him before he hurts others, or even himself."

He made a valid point with that, All Might thought. Peter was still young and inexperienced despite his work in the field. That lack of experience may end up getting someone, or even himself, seriously hurt. If that were to happen, and All Might could have stopped it, the guilt would overrun him. That isn't something he wishes to live with.

"I appreciate your honesty, Kamui Woods," All Might waved, "Take care!"

The number one hero took off into the air as people cheered for him. The sudden attention for him made Kamui feel somewhat miserable. He never liked when others stole attention from him, especially after the work he put into stopping the car chase. He wasn't petty, and he wasn't going to fault All Might for being a walking headline. Not everyone can help how they feel about people's attention.

Even Pro Heroes.

…

Peter's feet remained frozen in place, his shoulders tense and his teeth gritted. His eyes were glossy, doing their very best to hold back any tears as he felt he'd done enough of that already. For a moment, he thought the glasses forced onto his face were playing tricks on him. It would be no surprise; he could never afford good glasses growing up, and they would easily break or smudge. As hard as he blinked to fix his vision, what he saw was no illusion. It couldn't have been Mysterio, who had been dead for almost a week.

It couldn't have been him; he had been dead for so long.

The poor boy couldn't bring himself to even move closer to the old man, who wore a jacket with the logo for his favorite baseball team on it. His pants were dirty at the ankles as they always were, due to working in the yard to fix up the house and always getting them filthy. He was only missing one detail to prove he was the real thing.

A bullet in his chest.

"You seem a bit pale, kiddo," Said Ben, a warm smile on his face, "What are you doing?"

Peter's fingers shook; the only part of his body that was even able to move. His voice was shaky and rippled. Even if this wasn't real, seeing him standing there was an overwhelming sight. "…Uncle Ben," Peter spoke softly, his voice cracking, "You …you aren't real, you can't be."

"Why not?" Ben asked.

"Because you died! You died! You were shot, right here!" he turned away with his hands on his head, feeling the gel that seemed to have kept his hair combed back, "None of this is real, I know it isn't! It's all some sick trick or something!"

Ben could see how upset Peter was becoming from seeing him, and his face dropped to sorrow, "Peter, I only want to help you."

"Shut up!" He shouted, "I can't be here! I can't be in this place again!"

Adrenaline was running through his veins now. It was as though he was reliving that night all over again, and it was agonizing. His heart pumping, his eyes unable to focus on a single object, his erratic breathing; A panic attack had set in, and he wasn't able to fight it.

"Peter, look at me," Ben started to walk forward, "It's me. In whatever way you see me, it's me. I know you must be hurting right now, but I only want to help you, and you have to trust me."

Peter at this point was ignoring everything his uncle was saying, if it was his uncle at all. He had been at the sharp end of Mysterio's tricks so many times that he just couldn't bring himself to trust any of this as reality. Even if Quinten Beck was dead, that didn't rule out the possibility of this all being some kind of trick. His only instinct was to get as far away from the imposter as he could. He prepared his legs and bent them down, leaping upward toward the wall of the alley.

He had expected to launch high into the air and stick to the wall with ease, as he had done so many times before. Instead, however, Peter barely made it a yard off the ground. Rather than stick to the wall, he had slipped right off and stumbled onto his feet, tripping and falling backwards into the puddle where he quickly rolled out of.

Something was wrong with his powers.

"Those aren't going to work here, Peter," Uncle Ben stated sadly, "Not for you, at least."

"What the hell is that supposed to mean?!" Peter shouted as he stood back up, "Who are you?! Why are you doing this?!"

"I'm not doing anything, son."

"Stop that! Stop calling me son! Only one man had that right and it isn't you!" his voice cracked, "Whoever you are, you better be able to run fast because when you realize how scared of me you should be-"

"You can't hurt me here, not without your powers."

As much as Peter threatened him, he was right. Wherever this was, Peter was stripped of his abilities. He hadn't the strength or speed to fight anyone, let alone someone who looked like his Uncle, if he even had the heart to do so.

"Peter, you need to relax and think," Ben stepped forward, "What's the last thing you remember?"

"I don't need your help!"

"For gods sake! Yes, you do!" Ben shouted startling Peter, "You're in a prison of your own making, and all I want is to help you out of it. That's all I've ever wanted Peter. You're a smart boy," he chuckled, "My little scientist."

My little scientist; his uncle called him that all the time, especially when Peter was using the science kit that he got one Christmas. All the experiments he performed in the kitchen, combining different things from the cabinets just to see what would happen. Ben always saw him as though he was a brilliant scientist that accidentally got shrunk by his own shrink ray. The very idea always made them laugh together. Something like that was too personal for just anyone to know.

Before he could process that further, something else struck his mind.

"You said a prison of my own making," Peter deduced, "How can someone make their own prison …unless …"

Peter looked around the alley and finally noticed something off, beyond the vacancy of the city. Everything around them was ever so slightly blurry, no matter how hard he squinted. His vision felt unbalanced as though it had to render every frame from scratch. The gravity felt light even though there was no visual evidence to support it.

"…I'm dreaming. This is all in my head …"

"Not quite dreaming," Ben added, "I'm afraid it might be much worse than that. I'd say it's something closer to a coma. Or …something worse than that."

"Worse?"

"Whatever is happening …it's killing you, Peter. You're dying."

Death wasn't a concept he was oblivious to. He always figured this job would kill him. Still, the fact that he was close to that reality now was hard to let sink in, especially with so many other thoughts running through his head.

"If this isn't real …" Peter looked to the sky, "Where the hell is my body?"

…

Up above on the surface, Miruko landed on her metal feet and looked over the pile of rubble. The debris stood roughly a single story tall, pieces and rubble still falling off the sides and rolling to the ground. Any sudden movements may only make things worse, but she couldn't stand around and do nothing. While she wasn't exactly on the web heads side, the whole point was to bring him in alive. Besides, she helped her save those civilians, and she hates owing people.

"Hey, kid!" Miruko shouted at the rubble, "Holler if you're in there!"

There was no response, either because he was dead or his voice was being muffled by the wreckage, she thought.

"Dammit, kid," she muttered, "Don't die on me just because I don't like you."

As she had begun to carefully move the rubble aside, Itsuka had finally made her way to the scene, still covered by her mask and hood. The wreck was worse than it had looked from far away. Her fears were only growing, thinking about the boy who may have been trapped somewhere underneath. The sight of Miruko still made her angry, thinking part of this to be her fault. However, she couldn't dwell on that hatred, not when Peter needed her.

As Kendo marched over to start moving rubble Miruko stopped to confront her sternly.

"You shouldn't be here," Miruko said, "Get out of here right now, kid."

"I'm not going anywhere," Kendo said firmly, continuing to move the rubble.

"You're what? 15? 16? Too young to be fighting villains? Be lucky I don't arrest you too."

"Is that what you're planning to do? Dig Spider-Man up and then bring him to the police."

Miruko groaned in annoyance, "I'm suppose to bring him in alive. Just because I'm after him, doesn't mean I want him dead."

Kendo threw a piece of debris to the ground, staring the pro hero down, "No, you just want the big check that comes with taking him in. Right now, he's a rare story all over the news of a student gone rogue. Taking him in would get you serious attention and money, huh?!"

The way Kendo spoke reminded her of Lumina. She had only met the Light Quirk user once, but it was a meeting she couldn't forget. Lumina had accused her of only being in this for the money, acting more as a celebrity than anything else. Perhaps she did enjoy the attention, and the money _was_ good, but there had to be more to it than that.

Who is she trying to convince?

Rubble had begun to move from the top of the pile, shaking as though someone was trying to make their way up. Both had hoped for the vigilante to burst out of the wreck and stand triumphant, having survived something so horrible.

What actually greeted them was a sight far more sinister.

A fist punched its way out of the rubble, and the red monster emerged victorious from the destruction. His body seemed to have changed perhaps to adjust for the impact of the building coming down. His host was damaged, but quickly healing itself. He stood up straight with his arms out, and screeched into the sky excitedly, as though he had become stronger than ever.

In the distance, Kyoka Jiro had been sitting on that roof and contemplating all that had happened. All she could think about was how she could have helped stop that monster sooner if she had been brave. Peter was brave all the time, and he fought every time someone needed him. She had fought villains before at USJ, but this was just so much worse. There wasn't an ounce of hesitation, regret, or fear from within that creature. How was she supposed to fight something like that?

The sound of Carnage's screech caused her to jump to her feet, and look toward the wreckage a few blocks down. She could see the monster standing on top the pile, and even though he was so far away, she still didn't feel any safer.

"Now then!" Carnage spoke with glee, "Where was I?! Oh, that's right!" He eyed Kyoka, his vision greatly enhanced thanks to his powers. His stare struck her straight in her soul, making her back up slightly, "Ear girl! I want to play with you!"

Freaking out both inside and out, Kyoka rushed to the fire escape and made her way down the ladders as quickly as she could. Carnage got to all fours and leapt into the air, readying to swing after his toy. Before he could, though, Miruko had gone airborne as well and tackled him out of the sky. The two crashed back onto the street, still blocks away from Jiro as she finally made it to ground level.

"Run!" Miruko shouted to her, holding Carnage in a choke hold. Kyoka didn't hesitate to run and not look back, while the fight continued behind her.

"You aren't one of my toys! I hate bunnies! Hate!" Carnage grabbed her head with his hands and threw her over his shoulder, sending her into a roll. When she recovered, she performed a spin hook kick to his jaw and smacked him into the ground. Her attacks were far more brutal than that of Spider-Man, due to her metal feet. Still, it only took him an extra two second to heal, and leap over her with ease.

Carnage began swinging away, and Miruko super jumped after him. Kendo was left behind with the wreck, still concerned for Peter's well-being. He was under there somewhere, trapped and probably scared, so she couldn't just leave him. Miruko could handle Carnage; Peter needed Kendo right now.

…

"I remember," Peter put his hands to his head, rubbing on his temples to reduce the stress, "The building came down on us …" Everything rushed back to him. Fighting Carnage, running into Miruko, and falling victim to the collapsing building. If Carnage managed to survive, then he could be after his friends right now, "I need to wake up!"

"Waking from the edge of death is probably easier said than done," Said Uncle Ben.

"I told you to shut up!" Peter shouted, "I don't need to hear anything from you!"

"I'm only here to help you. Why are you still so angry?"

If he was to be truthful, then the answer would not be kind. Seeing Uncle Ben here, in whatever shape or form, only brought back horrible memories. Everything he felt concerning his uncles passing rushed back all at once. The grief of his loss, feeling angry at him for leaving, sad that it was all Peter's fault, guilt that he couldn't take any of it back. How could he _not_ be angry?

Above them, the sky grew darker as the moon made itself further into the stars. Lights from the signs and windows across the street were dimming slowly, as though the power fueling them was running low. One by one, stars had begun to go out and lose their light, "What's happening?" Peter asked.

"You're running out of time," Ben answered, "You can only stand on the edge for so long before losing your balance."

"How do I wake up?!"

Without asking, Ben grabbed Peter by the arm and dragged him out of the alleyway. Peter tried to fight him, but without his super strength, there wasn't much that he was capable of doing. Now standing in the middle of the road, Peter could see where both roads ended. One side, far in the distance, was a bright light. It was warm and welcoming, inviting Peter to come toward it. Everything in that direction seemed joyful and happy. In the other direction was pitch black darkness. It felt cold and complex, scaring him without so much as even knowing what there was to be afraid of. Ben turned Peter's body to face the darkness, and pointed forward, "Go that way."

"What?" he questioned, "Shouldn't I go toward the path that I can actually see?"

"If you want to live, then you can't go toward the light. You have to press on through the cold to get out."

Peter broke free of Ben's grip and faced him, his fists clenched tightly, "Why should I trust anything you say?!"

Again, Peter rejected him, and he understood why. Seeing the face of one he held dear would be difficult, especially after what happened. Peter didn't want to trust his word, whether he actually wanted to help or not. "Peter, remember what I said once Christmas? By that fire place? I said that no matter what happens, I would protect you and your Aunt, even in death."

He did promise that, a long time ago. It was during one of the coldest years in his childhood. They weren't able to get Peter too many gifts because of how tight for money they were. They could barely afford a Christmas tree. On Christmas night, Ben told them those words, and Peter believed them. Even after losing Ben, he held onto what he promised sand stuck to it during the hardest times.

"Hang in there, my little scientist," Ben said, walking past Peter and toward the cold dark. When Peter turned around to watch him go, Ben was no where to be found. There was simply no trace of the old man anywhere, not even the sound of footsteps.

He had two directions to go, and Ben already told him which one was right. Though the light was comforting and warm, it was likely that was the exact reason why he shouldn't go that way. Everyone always tells their dying loved ones to follow the light, so that's something he shouldn't do if he wants to get out of here. Putting Bens advice aside, it was the logical thing to do.

Only one question remained; what was he going to face in the darkness?

As Peter moved further down the dark street, the area around him began to progressively change. The further he went, the less buildings there were. Behind the structures was nothing more than the void, from which no soul could return from. Going further in, all that remained now was the street, sidewalks, and a few lampposts. The air was cold, clamping on his skin, his arm hairs standing up. This was nothing like the feeling the light gave off, and it made him regret coming this way. Perhaps it wasn't too late to turn around.

As he looked back to where he had been, he realized that the path behind him was gone. No buildings, no streets, nothing. There was only the empty void that reached into his soul, plucking at it and wishing to steal it away. He couldn't let them take it; it couldn't be his time yet. There was still so much he needed to do before the end, before being reunited with those he lost.

"Those lost can always be found."

A voice called to him from the darkness, paired with it were two silhouettes. He held his arms to gather warmth as he looked out at the figures coming toward him from the shadows. From what he could see, they were the shapes of a man and a woman, clung hip to hip as they strolled closer. Peter called out, asking who they were, but there was no such verbal answer. He called out again, and again they refused.

Finally, the shadows released their image to him.

One was a man wearing a clean shirt and a tie, grey pants to compliment. The woman next to him was shorter, dressed nearly the same but with a blue shirt instead, and a tan coat over her shoulders. Their hair and eyes matched Peter's perfectly, as did their smiles. The man was wearing a pair of glasses, the same brand that Peter was currently sporting. The boy may have been young when it happened, but he recognized them in a heartbeat.

"Hello, Peter," The woman, Mary, greeted first, her hands locked together and resting on her thighs, "You've grown so big."

"…Mom?" He questioned, looking between them, "…Dad?"

"It's us, sport," said his father, Richard, the brother of his Uncle.

Peter couldn't dare approach them. It was the same as it was with his Uncle, both of them likely figments of his mind that he wasn't sure if he could trust. He hadn't thought about his parents much in recent years, having forced himself to move on so long ago. At this point, he couldn't even cry, he was just too far into shock.

"You look tired, sweetheart," Mary pointed out lovingly, "You've been fighting so hard, haven't you?"

"…Not hard enough, or I wouldn't be here," Peter stated, trying to compose his emotions and even avoiding looking at them by staring at the ground.

"Son, look at us," Richard commanded, "It's not polite to look away from someone while talking."

A remnant of his father's teachings echoed from inside him, and it made him wince. His father wasn't perfect, sometimes coming off as a bit intense. He commanded respect with passion, and just hearing his voice brought back those memories, some of which scared him since he was so young. Reluctantly, he looked up at them, feeling as though he had become nine again.

Mary approached him, putting a hand on his shoulder, "It's ok, Peter, we want to help you."

"You've been fighting all on your own for so long," Richard said, "Why don't you come home for a little while, get some rest? I think you've earned it."

Peter slowly pulled from his mothers grasp, "I …I can't. My friends need me."

"I think your friends will understand."

"But-"

"Peter," Mary approached again, this time grabbing both shoulders, "We love you so much, you know that? We know what's best for you, and it's time you take some rest. Put down the mask, Peter, and come home with us."

His mothers voice was soothing, just like when he was young. She would sing him sweet lullabies to help sleep during thunderstorms, a weather he had come to hate growing up. He had memories of being in her arms, rocking back and forth as he fell asleep on her lap. They were nice memories that he treasured, and wished he could have back. In fact, he could, from what they offered. If he went with them, he could have all of that back. He could be happy and be with his family like he used to.

What was the cost?

"…I'm sorry," He said, gently taking her hands off of his shoulders, "I can't. Even if I'm tired …I can't stop now."

"Son," Richard said sternly, "It's time to come home."

"You first," He spat, making his mother back up, "You said you'd only be a few weeks at most. You said you would come back for me, that you'd be home in no time."

The sky had begun to fill with dark clouds. They rolled in from every direction, clumping together as rain had begun to fall like bullets from heaven. It didn't take long for lighting to form, the thunder following just seconds after with a massive bang. The water drenched Peter and his parents, hiding the tears he finally let himself cry.

"I waited night after night for you to come home and pick me up," Peter angrily shouted, "I didn't believe them when they told me what happened!"

In the distance of the void, a massive plane was soaring through the air. It twisted and turned and struggled to maintain stability. An explosion erupted from the passenger seat, spreading to the rest of the plane as he dived down. When it crashed, the plane shattered from the front and continued to the back. A massive ball of flame erupted and was sent flying into the sky at great speeds. The flaming plane struck a light that colored the bodies of Peter and his parents.

"…Do not accuse us of doing this to you," Richard scolded, "We had a job and we had to do it!"

"I have a job too!" Peter shouted back, "To protect people with everything I have!"

"Well, you're doing a lousy job at that. How many times have you failed and needed help?! This new world makes you weak and you know it!"

"You aren't cut out for this anymore," His mother chimed in, "Just put it to an end."

As his emotions got out of control, so did the environment. More planes of an identical making crashed around them in the distance, creating more sources of light from the flames they produced, and shaking the ground like an earthquake.  
"Give up the fight, son!" Richard commanded, "Stop letting us down!"

" _You_ let _me_ down!" Peter cried, "You left me! You left me alone with this pain! How could you do that?!"

A final plane came diving toward the ground. His parents weren't fazed by it, but Peter had tried to shield himself from the impact. When it came down on them, it evaporated into droplets of fire that scattered around him. His parents vanished into the smoke, joining the flames of his torment. The droplets spread out and formed a shape as big as a football field.

The shape of a spider.

"Poor Peter Parker."

From the flames arose the green monster, forming from the rage of the fire and taking on physical form, "Every time you've fought me, you've lost. You did not stop me from killing you, Lumina did, on _both_ counts. It was Kendo who had rendered me unable to walk, she did what you were not strong enough to do."

Peter wanted to run, knowing that he was without his super powers, but the flames were too intense, growing and forming a wall of fire to block him in as the monster came closer.

"That spider took pity on you, sacrificing my wife in the process," Goblin continued, "Had you not been so weak, she would be alive right now, and I never would have become this monster just to numb my pain. My son, Harry, despises me now because I throw myself into my work. He doesn't understand that working is all I can do to cope, and it's _your_ fault!"

On the other side of the flames, another form had begun to take shape. It was Tombstone, the invincible drug dealer, standing there with a confident posture.

"I had you dead to right on our first meeting in this world," Said Tombstone, "You thought you could sneak around in my own home, so I taught you a lesson. I bet those bruises still hurt, huh? You couldn't beat me no matter how hard you tried. It took Izuku to finally finish me, otherwise I would have beat you all over again, maybe even kill you. How does it feel knowing that he did what you couldn't?"

It was true, there was a hint of jealousy for his former roommate. Seeing him all powered up and fighting the Nomu made him feel so inferior. He had gotten so strong in a matter of days while Spider-Man seemed to stay exactly where he was, weak and forgotten. No one needed him, not really.

A final figure formed from the fire, taking on a feminine shape. Stepping from the fire was Overcast, as he first met her in Izuku's home. The ends of her scarf were burning, leaving a trail of smoke behind her, "I saved you from Goblin only so could do what I needed from you. Finding the stones is all your worth, and you can't even do that. You happened upon one stone, Kendo found another, and then the next long before you managed to. The soul stone was just _handed_ to you, no effort required. It's fascinating how you've even come this far …"

Her body burned from the fire of her scarf. Skin, hair, it all burned away to reveal the form of Lumina underneath. The light of the fire gleamed off her armor, almost blinding him.

"…To make it worse, you didn't even realize that someone close to you was the villain all along. You have a habit for that, huh? Osborn? Octavius? Not exactly a great judge of character. You try to save us, but we don't want to be saved. We only want to see you suffer in the worst kind of way."

The three imposing figures overwhelmed Peter, making him fall to his knees and hold himself up only by his hands. His breathing quickened, but he fought hard to keep it steady. The light of the flames dimmed as the bodies of his enemies came closer, standing over him like gods. Every bad memory he could find from each of them poured into his head, shouting and screaming at him as though he had committed the worst kind of sin. He begged for them to stop, to leave and never come back, but they refused.

One by one, the three explode into flames and collect in the center by Peter. They swirled around and clumped into a single entity, slowly taking a shape far more compressed than the others. The shape they finally took was that of a young girl, one he recognized. She was dressed in the same outfit she wore the night he saved her, the night she found one of the stones and first saw his face.

"What is wrong with you?" The image of Itsuka Kendo spoke, "I gave you a chance, just one chance to show me why I should love you and you're blowing it. You're supposed to be a hero, who saves people, but everyone is saving _you_. What kind of hero needs the victims to save _him_? You needed a suit from Tony Stark just to stand a chance, but you've only ever lost without it. Without help, you're nothing. You can't hide behind your mask, not here. Everyone knows who you are and everyone is judging you," Kendo kneeled down to him, lifting his chin with her hand, "You don't deserve to be loved. You deserved to be locked away, and we both know the perfect cage."

She quickly stood and shoved her foot into him, sending his body crashing into the ground. The surface shattered and he fell into the hole it left while Kendo stared from up above. His body plummeted into the void of darkness, where even light could not reach. His instinct was to shot a web, but he was still without his gear.

Finally, his back hit a cold metal surface, and a door closed on him. It was metal with three small slits to see out of, only a sliver of light reaching through them. The door locked tight, and he could hear echoes of laughter from voices he nearly forgot about. Flash Thompson, and all who followed him, their voices disappeared into the distance as they laughed.

He was inside his high school locker.

The locker continued to plummet into the void, light fading away as Peter banged against the door with screams of torment.

"Please!" he begged, his voice cracking, "Someone help! Someone get me out! Please! Help!"

He banged against the door and tried pushing it open, but found he was unable to move it. Though there was air, it felt like he was drowning in the darkness. His uncle told him to go this way and it only led to pain, memories that belittled and crippled him. The trauma of this locker was the worst part of high school. Sometimes he would be trapped in there for hours, having been locked in after school with everyone assuming he was at robotics club. It would be so long until someone finally found him and set him free, so he would spend all that time alone in the darkness.

Accepting that no one was coming, he let his body lean against the walls as he cried. He spoke quietly 'Im sorry' to no one, expecting some higher power to hear and take pity. There was no answer, as he felt he did not deserve that luxury. It had become harder to breath now, as it slowed to a crawl. The walls became cold, stinging his tears as they escaped his sore and tired eyes.

He had all but given up.

His body was unmoving now, barely silent with the occasional sniffle. The cold was all he could feel beyond the scraps of the rusted metal. He was scared, far more than he had been in a very long time, and all he simply accepted that. As much as he hated it, he was used to this locker. With how often Flash shoved him in there, he grew accustomed to its shape. He even hid some snacks in his backpack and always carried it with him, so that no matter what locker he was shoved in, at least he wouldn't starve.

Strangely, as that thought came and went, he felt something at his feet he hadn't before. It was his bag, one of many he lost having to change into his alter ego on the fly. With the little room he had to move, he managed to pick up the backpack and quickly open it, desperate for whatever was inside. It was filled with books and snacks. One of the snacks were his favorites, coffee cakes, which he would always get when he could. He was a sucker for cinnamon, just like his mother was. Seeing the food was comforting.

And then he realized, he could see it.

It was hard to tell, but just outside his locker was a flickering yellow light. It was a comforting shade, but still too distant to really feel its warmth. It was enough, at least, to see the contents of the bag. Picking out the coffee cake, he didn't bother to unwrap it, voting to just stare at it as though it would vanish in an instant. There was a sticky note on the back, and he gently took it off. It said 'Bought some extra! Enjoy!' from his Aunt.

Peter smiled, remembering the many ways his aunt calmed his nerves.

"… _Leaves turn brown, and snow falls white,"_ He sang quietly, barely a mutter, _"Grass grows green, and the sun shines light. Close your eyes and see. All of this beauty, It comes from you… Hair turns grey, and skin turns pale. Seeds grow, and they turn to trees. I see you grow every day. You change. It's strange,"_ His choking voice tried to deny him, but he pressed on regardless, " _Leaves turn brown, and snow falls white. Grass grows green, and the sun shines light. Close your eyes and see. All of this beauty, it comes from you."_

Click went the door as the yellow light grew, and the locker gently pushed open just an inch. Peter didn't know what to make of it, so he treaded lightly and pushed the locker open.

He stepped out, still holding the bag close to his chest. It was a large room he hadn't seen in a very long time. The walls and floor were shades of brown, in the center was a wrestling ring. Posters were placed all over the walls of 'Spider-Man', back in his old wrestling outfit. There was a calendar in the corner, marked for the night of Uncle Bens death. The yellow light came from the windows, and the skylight above the ring. It was warm, resting the goosebumps on Peter's arms.

He approached the ring, placing his bag on one of the benches and slowly stepping inside. The majority of the light was collected there. He looked around at the empty seats, remembering the crowds that would cheer his name. It was the most anyone had believed in him other than his Uncle and Aunt. They wanted him to win, to succeed and beat the enemy, and he would.

Back when he used to win.

Spotlights turned on and faced the ring, pointing at Peter directly. They were too bright to look at, emitting an uncomfortable white color.

"In the blue corner, we have the responsible, the academic, Peter Parker!" a voice shouted over the intercom, with no one around holding a microphone, "And in the red corner-"

A body landed behind Peter, slamming his feet into the ring and striking a signature pose. He wore a red and blue skin tight suit with big white eyes. On his chest was the logo of a spider, and the red of his suit was covered in a web design.

"-We have the power, the spectacular, the sensational, the amazing Spider-Man!"

…

The wind couldn't get out of her way fast enough. Kyoka sprinted down the dark road while the blood-colored monster chased her. She could hear him swinging, laughing as he was catching up with her. At the same time, she could feel the rumble of Miruko's jumps as she leapt after the two. The monster's aura, his evil, it was cold and creeping on her back. She wouldn't dare look back in case it was right on top of her. All she could think about was her friends and family, and how if she stopped running, she'd likely never see them again.

She came to a fork in the road and took a sharp right, tripping over her boots. The stumble wasn't enough to stop her, but it slowed her down long enough for Carnage to catch up and come crashing down with an axe formed out of his arm. Kyoka rolled out of the way just as he landed, piercing the concrete with a slam. She struggled to get to her feet but eventually found herself continuing to run.

"Not so fast!" Carnage laughed, "Playtime isn't over yet!"

He shot a crimson web from his hand that flew for Kyoka. Fortunately, it never reached it's target, pinned to the street by a metal rabbit's foot. Miruko didn't hesitate to leap forward and sidekick Carnage in the head, crashing him into a lamppost that came down and shattered the lightbulb. Sparks flew everywhere, setting Carnage's symbiote on fire.

The monster screamed, "No! I hate fire! Hate!"

"Then burn in hell, creep!" She side kicked him again, only for him to jump over it and roll around, putting the fire out quickly.

"I'm done playing with you!" He said, leaping into the air and continuing to chase after Kyoka. Miruko quickly followed after him, using the walls of buildings to further her momentum rather than waiting to hit the ground.

Further down the road, a pale man dressed in dark clothing pulled a knife out of a Nomu's head. Beside him was Izuku Midoryia, staring in shock by what he had just witnessed. Holding the bloody knife was the Hero Killer, the man responsible for murdering many Pro's. Izuku had previously fought him, along side Tenya Iida and Shoto Totoroki, and won. Yet, even though he confronted the villain, he still chose to protect him from the Nomu. The reason why was something he couldn't yet understand.

Other heroes had arrived at the scene soon before and after the killing of the Nomu. Two of these Pro;s here grand Torino, mentor to Izuku, and Endevor, Shoto's father and the second best Pro in Japan. Shoto's father was dressed in mostly blueish black with flames coming off of his body, and even forming his beard. Torino was an old man with a simple gold and white costume. Endevor wanted to attack now, but Torino commanded he stand down in fear of hurting Izuku.

"You fake …" The Hero Killer gasped, still weak from his fight with the three students of U.A, his aura spreading fear into the local heroes, "Come, try and get me you fake's! The only one I'll let kill me is the true hero, All Might!"

His evil aura felt like a presence none of them ever thought they'd experience. It was cold and deep, going on forever into his heart. Just when they thought they were in for a fight, the knife in his hand dropped to the ground. The villain passed out standing up, frozen in place. Even someone like him couldn't stand the physical strain of fighting so many in such a short time.

Tenya stared down the criminal with an angry passion, but reserved those feelings deep within his heart. They had just finished a terrifying showdown with the man, the monster who hurt his brother and forced him into retirement. Tenya had come here to take revenge, and nearly died because of it. If both Izuku and Shoto had not come to his rescue when they had, he would have joined the many heroes who had fallen to this killer, who was now helpless at his feet. He could kill him right now, or at the very least cripple him like he did his brother.

"Someone help!" Kyoka's voice rang out as she sprinted toward the group. The first thing she noticed were her friends from class, then the Pro's that were with them. Seeing so many helpful faces all in one place was comforting, even bringing a smile to her face. She tripped and stumbled in her excitement, being caught by the nearest Pro and brought to her feet.

"Jiro?" Shoto questioned, "What are you doing here?!"

"Why are you screaming?" Iida added.

Kyoka was out of breath, her hands on her knee's, "You guys gotta help me! There's this thing that's after me!"

"What _thing_?" Shoto asked.

His question was answered when the red monster crash landed on the ground. He was breathing quickly, excited to see so many new toys in one place, all different shapes, sizes and colors. To him, it was like a toy store for psychopaths, "So many new playthings!" he cheered, "But I only want the ear girl! She's mine! Mine!"

The Pro Heroes gathered up to protect her, keeping her behind them at all times. Tenya and Shoto took her by the shoulders and pulled her back for safe keeping. Izuku was still near the fallen Nomu, looking at the scene unfold from behind. Who was this guy? Where did he come from? Was he with the League of Villains like the Nomu, or something else? Why did his eyes remind him of Peter's costume?

"You've come to the wrong place, villain," Endeavor took front, fueling his hands with fire.

"Fire?! I hate fire!" Carnage complained, "You aren't who I want to play with!"

"That's too bad!" Endeavor fired off a large ball of flames, which Carnage quickly jumped over. The flames singed his body, making the symbiote struggle to stay attached. There were many things it hated, one of them being fire. Whenever he came in contact with it, it would unbalance the symbiotes structure much like soundwaves do. To Carnage, all he knew was that fire wasn't fun, and he hated things that weren't fun.

The ball of fire that missed Carnage went barreling for Izuku, who was still on the ground next to the Nomu. "Kid!" Grand Torino called out to him, bursting through the air at high speeds. The old mans quirk allowed him to expel air from his feet and propel through the air, and he did so at an extraordinary rate. He managed to get ahead of the flames and grab the young Midoryia, pulling him out of the way just in time.

"Oooo! Even I'm not that reckless," Carnage laughed, "I'm worse!"

Dust filled the air as a figure landed square on Carnage's chest, her feet planted firmly in place and pinning him to the ground. Her metal feet pressed against the bones of the humans inside, breaking them just as fast as they could heal. When the dust cleared, everyone registered the attacker as Miruko, who had finally caught up after getting temporarily lost.

"Why won't you just stay down?!" She shouted, stomping on his body repeatedly as he laughed at her between gasps. Her stomping caused the area to shake like an earthquake, and the road started to become unstable.

"Miruko, stop!" Grand Torino shouted, "We have kids here!"

She had been in such a rush to beat this monster that she hadn't even realized there was anyone else there. Not only did she finally see Kyoka, but three other kids likely interning. The concept of their safety was enough to stop her attacks, providing Carnage with an opening. He formed a hammer with his fist and struck her in the stomach, sending her flying off of him and into the wall of a nearby building. Carnage got to his feet just as the other Pro's had, and the fight for supremacy continued.

During all the chaos, Kyoka had remained guarded by Tenya and Shoto as they watched the fight go on. Neither of them had seen such mindless violence before. It was like this thing was some kind of wild animal. Why was it so fixated on Kyoka? What did she do to him?

"Kyoka!" Shoto spoke to her, "What is this thing? What does it want from you?!"

Kyoka was still rattled, but managed to find her composure so she could answer him, "After everything went to hell, I ran into this monster. I would have been dead if Peter hadn't found me."

The familiar name struck a chord with Shoto. Did she mean Peter Parker, their former classmate? What was he doing here in Hosu of all places? Were he and this monster connected somehow? It would explain why the creature's eyes looked familiar.  
Tenya still felt confused on how to feel about Peter's betrayal. Him being here, he almost felt the same as he did with the Hero Killer, just a bit different. Peter had hurt him and his classmates by turning to a life of crime, and it wasn't something he could forgive very easily. Still, he was trying to fight this monster according to her, so his heroic roots were still there, he thought.

"Where's Peter?!" Shoto asked.

"I don't know!" She spat out, "They were fighting and a building came down on them!"

"Where?!"

"I don't know!" She took a moment to calm herself and think, "It was a construction building that came down."

Shoto knew the one she was referring to. Only one building in this part of Hosu was under construction recently, and it wasn't too far from here. If Peter was buried under the rubble, he may need help. Assuming Peter and this monster have history, he may be the only person who can help stop him.

"Tenya," Shoto commanded, "Stay here with Kyoka."

Handing her to Tenya, Shoto planted his foot on the ground and shot ice forward, creating a path which he proceeded to slide on, using the flames erupting from his hands to propel forward. Tenya tried to call out and stop him, but he was already long gone by that point.

"It's ok," Izuku said, still laying down due to his injuries, "Peter might be our best bet on stopping this thing."

"…Did you know he was here, too?" Tenya asked coldly, "Did you know the traitor was here?!"

Izuku couldn't bring himself to answer, looking away from Tenya's gaze. Iida was one to follow the rules, minus the events that transpired tonight. He knew that Tenya felt negatively about Peter's choice, and would only feel worse if he knew Izuku contributed to that decision. He saw Peter as a villain, and was determined to stick to that.

He was only a villain on paper, the one place it doesn't matter.

Shoto propelled himself across the streets, maneuvering around cars that had been left abandoned during the evacuation. Without people around, it made it easier for him to move through the city. All he could think about was helping Peter. He had failed to help him before, when the detective came to arrest him after the festival. He tried to defend him, but was unable to stop it from happening. This time, things were going to be different; he was going to save Peter like he saves so many others.

He finally came into view of the collapsed building, and the first thing he saw was someone at the front of it, trying to dig away the debris. He didn't recognize them at this angle, but it didn't matter. They were clearly trying to help in some way, and he had to time for introductions if Peter was still under there. Ceasing the spread of his ice path, he ran up to the large pile and stood beside the younh woman, who quickly took notice of him.

"How bad is it?!" Shoto asked her.

Itsuka recognized him from the sports festival, a member of Class 1-A. She found it strange how so many people from that class were here in Hosu on the same night, almost as though it was destiny. She had to be careful, in case he would recognize her in some way, "My friend is trapped under all this!"

"Peter, I know. He's my friend too," Shoto said, "Do we know how deep under he is?"

"We were on the first floor when it happened. He could be below in the piping."

"We better not waste any time."

Covering his fist in a thick layer of ice, he started smashing the bigger pieces of rubble, tearing them away so he can dig at the dirt and dust. She wanted to use her quirk to speeds things up, but now that Shoto was here, she was unsure. Risking her identity wasn't something she wanted to do. He may not recognize her voice, but he may recognize her quirk from the festival. Then again, with peter's life on the line, it shouldn't matter.

Making her choice, she enlarged her fists and started smashing at the rubble to get it out of the way. Shoto, though quiet about it, recognized her abilities. He didn't know her name, and couldn't quite remember her face, but he knew she was from class 1-B, and likely one whom Peter persuaded into fighting alongside him. Now wasn't the time for questions, not when Peter needed them.

It took some time, but they had finally begun to make some effort into the rubble. Most of the main pieces had been removed, leaving just the smaller debris. Despite their progress, there was still so much they needed to get through. Kendo had begun to go into a panic, fearing the worst for what may have happened to Peter. They had finally admitted their feelings to each other, and haven't had the time to see if it would work between them. She wasn't going to lose him now, not when they were so close to being happy together.

Shoto stopped digging when he found skin appearing under the rubble, "Hey! I found something!"

Kendo rushed over to see what he found, and began helping him dig. When they released the body from the rubble, however, it wasn't who they hoped it would be.

The man they found wore simple clothing. His hair was blood red and he was rather skinny and pale. She didn't remember seeing him with them in the building before it collapsed.; who was he?

"Do you know who this is?" Shoto asked.

"No," She answered in confusion, "The only people in the building when it came down were Peter and Carnage."

"Carnage? Is that the monster?"

"Yeah …"

Then it clicked with her.

Peter said that Carnage had a symbiote, which was a separate entity from its user. If this strange man was here rather than Peter, then the symbiote was somewhere else rather than with its host. She saw Carnage come out of the rubble, and she assumed it was the same man, Kletus. If _this_ was Kletus, and Carnage was out there, it could have only meant one thing.

…

It was hard for Peter to comprehend what he was seeing before him. The man wearing his classic red and blue outfit was of the same size and build as him. Knowing this to be in his head, he couldn't have been anyone else but a version of himself, one he both loved and hated with a burning passion. Spider-Man looked so menacing, his shoulders tense as he stared down at Peter. Both his fists were clenched tightly, and he was expecting Peter to do the same.

"…Spider-Man?" Peter questioned.

"Peter," He spoke back, his voice identical if not in a different tone, "We both knew it would come to this."

"Come to what?"

A sudden cheering filled the air, feeling like the air in the room had been quickly pushed around by a new presence. The stands had been completely filled entirely with familiar faces. On the side closest to Peter where people he knew, such as his friends from school. Harry and Mary Jane were sitting next to each other, along with Betty Brant from the bugle. In the row above them was Aunt May and Uncle Ben, and next to them was his mother. The rest of the spots were filled with some kids from his robotics club, a few Avengers he was friendly with like Captain America and Hawkeye, other heroes he met briefly and worked with, even J. Jonah Jameson was there.

As well as class 1-A

The front row was filled with at least half the class, such as Mina, Momo, Izuku, Kendo, Tsu, and Tokoyami. They were all dressed in their hero outfits, cheering Peter on with much enthusiasm. Some of the other seats filled were Shoto, Uraraka, Toru and Kirishima, and one reserved for Kyoka, who instead stood off to the side of the stands, unsure of whether she should sit or not.

On the side closest to Spider-Man were people as well, though not of the same variety. Many of them were his villains like Electro and Green Goblin, Tombstone and Dr. Octopus. Sitting with them was his father, a stern glare on his face. Above him was Tony Stark, his mentor and the man who inspired his desire to wear a mask. The other half of the Avengers were there, such as Black Widow and Ant-Man. The rest of the spots were filled with Flash Thompson and his group of friends who always bullied Peter in school.

The other half of class 1-A was there in the front row, such as Tenya, Bakugo, Minoru, Hanta, Mezo, and Sato. They were who he imagined would disagree with what he had done, hating him and hoping he would find punishment in his actions. They too were dressed in their hero outfits, awaiting Peter's defeat impatiently.

Standing in front of Spider-Man's side was Lumina, dressed in her full outfit. Opposite to her on Peter's side was Overcast, who he knew better as Mayume, dressed in her Pro Hero outfit. The two personas seemed to have been staring each other down, as though they hated one another despite being the same person.

"We've been at war for a long time, Peter," Spider-Man said, "Constantly fighting for dominance. You blame me for all the pain you experience; I blame you for making me weak against our enemies. All we ever do is hurt each other, over and over as though we're trading blows."

"You blame _me_ for making us weak?" Peter asked.

"You haven't been _me_ for a long time. After we came to this world, people found out who you were, and I was buried in your head because no one saw me in you, not even yourself. Without me, you've lost every fight, failed to save others and always needed help."

"That wasn't my fault!"

"Isn't it?!"

Peter recoiled, feeling a pull in his chest. It was as though when Spider-Man got angry, he could feel that same rage in his heart.

"All this power and you didn't stop Flash from bullying you. You never stood up to Jonah and you let everyone push you around because you thought you had to be _responsible_. No wonder we're miserable, it's all because of you! If you just let me take the wheel more often, we'd be much happier!"

"I _am_ happy!"

"You don't sound convinced!"

Spider-Mans crowd cheered louder, chanting his name.

"Don't let him talk to you like that!" A voice from Peter's crowd shouted. It was Mayume, standing closest to the ring, "You're stronger than that!"

"His days are done, Spider-Man!" Lumina shouted, "Show him who's in charge!"

It was most likely that Spider-Man had his abilities, so this wasn't a fight he wanted to take part in. Peter would surely be defeated quicker than he could throw a punch in retaliation. As much as he wanted to talk Spider-Man out of this, his body language told him how badly he wanted this. He wanted to hurt Peter, and it would take more than he could give to change his mind.

The bell rung above them, and Spider-Man charged in for the attack. He was too quick, and struck Peter in the stomach, grabbing the back of his shirt and tossing him across the ring. He bounced off the ropes and rolled to his side, where he struggled to get back up. Spider-Man approached him and picked him up with ease, putting him on his feet before striking him back to the ground.

"You're pathetic," Spider-Man said as he picked him up again, "Spineless!"

Another strike sent Peter flying, bouncing off the ropes and soaring back at his enemy, where he was struck with the back of his foot and brought to his back. Peter's crowd booed, while Spider-Mans cheered. Peter tried to crawl away, but a web was shot to his back and he was dragged away from the edge of the ring. He would be picked up, then struck to the ground. The process repeated itself over and over, unrelenting.

At this point, Peter's face was bruised and bloody, and his vision blurred. He could see flashes of his fight with Tombstone, Goblin, Lumina, all of which he failed to stop. Every fight, every conflict, he was unable to finish the fight on his own.

Was Spider-Man right?

The vigilante picked the geek back up, holding him by the front of his shirt, and pulled him in close, "You're not the hero, I am," A final strike and Peter was sent flying over the ropes of the ring, crashing into the table where the announcers would supposedly sit. Half the crowd cheered for Spider-Man, assuming him to be victorious. The other half was disappointed, thinking this was all over and their champion had lost.

Peter could only lay there in the rubble of the table, staring at the ceiling. The skylight was shining a comforting yellow light that grew brighter and brighter. All his pain suddenly seemed to go away. The light was calling out his name, telling him that the fight was over. It was finally time to rest, to let go of everything. Spider-Man was right, he lost over and over again, this was no different. As the light grew brighter, he reached out and tried to touch it, every feeling in his body numb and weak.

Then, he stopped.

The light faded away back to its normal intensity, and he took a deep breath, in, and out. Stretching his fingers, he placed them on the ground and pushed himself back to his feet. The room fell silent as they watched him pull his body back onto his feet. He stood there, hands on his knees, breathing slowly. A thought had just come to his mind, and it refused to leave. That thought was pouring something into him, a form of strength he hadn't felt in a long time. Before everyone's eyes, his wounds began to heal rapidly, the blood washing away.

"Sit down," Spider-man demanded, "You lost."

"I did …" Peter said quietly, before raising his voice louder, "I did lose. I lost again, and again," He approached the ring, slowly grabbing the rope, "But you know what?" He pulled himself up and jumped over the ropes, standing back in the ring, "I'm still here."

Peter's crowd cheered, finding hope once again for victory.

"That's not fair!" Spider-Man complained, "I knocked you out of the ring! I beat you! You lost!"

"And I got back up," He said sternly, walking toward Spider-Man as he backed up in shock, "Just like I do every time. I lose, and I get right back up to try again."

"That's not-"

"I think I get it now," Peter interrupted, "Why I've been so weak these past few weeks. I've always hidden myself behind a mask, thinking I was stronger with it. I always became a different person when I was you. I've always thought Peter Parker was weaker …but," Peter looked to Tokoyami, who stood proudly in the stands, "Someone once told me that Peter was stronger, and I never understood what he meant, but I do now," he looked back to Spidey, "You have more physical strength, but zero of the responsibility. My morals, who I am, would never let me run away or give up. It's not me who needs you, it's _you_ who needs _me."_

"That's enough!" Spider-Man threw his fist toward Peter, expecting an easy attack. Instead, Peter caught the fist effortlessly in his hand, surprising everyone in the room, even himself.

"…It's my power," Peter said, "I always thought it belonged to you, and I had no right to use it. I've been torn between how people see me," he gestured to himself, "And who I want to be," he gestured to Spider-Man, "But all along, I should have just been who I _am_."

Using his free hand, Peter reached for the glasses placed on his face. Unlike before, he found he was able to effortlessly take them off and toss them to the ground. His brown eyes gleamed without his glasses to restrain them, and a smile fell upon his face.

"It's time for us to fight together, Spider-Man," Peter carefully let go of Spidey's fist and reached for his head. The hero didn't stop him from taking off his mask, revealing another Peter Parker hiding underneath it. He looked sad, but at the same time very hopeful, "You're just Peter with a mask, and I'm Spider-Man without one."

"…With great power …" Spider-Man began.

"Comes great responsibility," Peter finished.

Spidey smiled widely, his eyes glossy as he gently took the mask back, looking over it carefully. In a swift motion, he pressed it into Peter's chest. Spider-Man vanished, but not without a trace. Peter, holding the mask, was now wearing the Spider-Man outfit over his body as both sides cheered. The two halves had become one, peacefully coexisting.

The front doors to the wrestling building had swung open, offering a void of darkness inside. Unlike before, however, Peter didn't fear, now that he knew what it meant. The light led to the other side, but the darkness leads him home. Even though life was shrouded in darkness, it was still home, and he was determined to protect it.

Leaving the ring, he approached the door with confidence. Despite this new feeling, he stopped just before leaving as he heard a quick shuffling behind him, when he turned around, he found a sight that nearly brought him to tears. Everyone from his side stood there, proud and tall, and leading them in the front was his Uncle Ben. They were there for him, even when he didn't realize it.

One by one, they began to vanish into particles of light, everyone a different color. As they faded, voices erupted from them and echoed into the room.

 _"We all have a part of our past we wish to hide from the world. But one key element of being a hero is not to let it control our every move."_

 _"He cares about people. And he makes me feel like I'm on par with everyone else. I feel important to him, and it makes me happy."_

 _"We cannot always control how we impact other people. We are heroes, and there will be danger all around us every day."_

 _"I am so proud of you and everything you've done. You've saved so many people, and I know that Ben would be proud of the man you've become."_

 _"You can't hold genius back, otherwise it'll just punch you in the face."_

 _"Peter Parker has done nothing but help people since his arrival at U.A. The station and school attacks, the assassination attempt at the court room? Peter has only tried to do the right thing."_

 _"You're right …the world won't wait for me! I have to set my own golden standard for the kind of hero I want to be! And this is it! This is who I want to be! Fighting for the people I care about and doing what's right because it's right! That's the only reason I need."_

 _"I care about you, a lot. We've been through so much together; I won't throw that away just because people don't like the kind of hero you are."_

 _"One thing I learned in my life is this; 'A life without loss is a life without love'. You can't avoid the love you get from others just because you're afraid of losing it. Having it in the first place is what life is all about, so don't deny yourself that right. Understand?"_

 _"The most important thing a person can do for themselves is understand who they are as an individual."_

 _"Lucky? Face it, tiger, you just hit the jackpot."_

All but one had disappeared now. Uncle Ben stood there with a glow, telling him he was about to go as well. Thousands of words pushed Peter to be who he is, but this group of six always pushed him the hardest.

 _"With great power, comes great responsibility."_

Uncle Ben finally vanished into light and joined with the particles that swirled before him. They joined together and swarmed the exit in front of Peter, lighting a path for him and joining the sky outside as stars to illuminate the darkness. Suddenly, the void wasn't so scary. Now, it was filled with different colors that gave him hope and happiness. One final particle floated before him, shaped like an oval. He could tell by the vibe it gave him it was his Uncles, and he clutched it between his fingers.

"…I am happy," He spoke, throwing the particles through the door as though he was skipping a stone. As it bounced off the ground, it created a path for him to walk on. In the distance, a voice wall calling out desperately.

"… _Peter!"_ The voice of Itsuka Kendo spoke loudly, " _It's me! Please come back to me!"_

With a smile on his face he took the first step.

…

Carnage leapt into the air to dodge another fire attack from Endeavor, moving with ease around his playthings. Try ad the heroes did, they were rarely able to strike him enough to keep him down. The only one who could keep up in terms of speed and power was Miruko, and even she couldn't keep the monster down for long. He was relentless, without mercy against his foe.

"It's like a playground out here!" Carnage exclaimed, centering himself on the street, "I like playgrounds!"

"Why won't this creature go down?!" Endeavor shouted, "What the hell is this thing?!"

As if an answer had come to be delivered, Shoto came sliding back on a path of ice with Kendo holding his hand, sliding along with him. Carnage leapt out of the way, sticking to the nearest wall. Shoto stopped just in front of his father, holding out his arms in retaliation, "You've got to stop!"

"Out of my way, boy. That monster needs to be stopped!"

"There's someone under the skin of that monster! You have to trust me!"

Kendo slowly approached the street and looked up at Carnage, who stuck to the wall with a devilish smile. Taking off her mask and hood, she tossed the cloth to the side so Carnage could see her face in its entirety, "Peter!" She called out desperately, "It's me! Please come back to me!"

"…Peter?" Izuku muttered, unable to register the monster and his roommate as one in the same.

"I know it's you," She said as Carnage jumped to the ground, his smile gone from his face, "I know you're in there. You're stronger than this. Don't let this monster make you do all these horrible things! You can stop him, because you're Spider-Man! You're Peter Parker!" She started crying, "You mean everything to me! From day one you were the kind of man who could make me smile, who brought hope to each and every one of us, and made us feel stronger than we were!"

Carnage's poster changed, becoming less animalistic as she spoke to him. She came closer, despite the heroes protesting her movements.

"You are one of the strongest people I've ever met, and don't let anyone tell you otherwise ...please," She jumped at him, hugging him tightly despite the fear of death, "Come home to me."

Carnage wanted to kill her right then and there, rip off her limbs and tear her apart. He wanted to stab her a thousand times in a thousand ways and watch the fountain of blood erupt from her corpse. Yet, he couldn't bring himself to do it. In fact, he felt himself becoming weaker by the second, the gravity becoming heavier. His mouth vanished and his blood red skin started to melt away, screeching in fear. Pushing Kendo away, he started ripping off parts of the symbiote and tossing it to the side. Revealed underneath was a green spider logo, glowing brightly. Despite how the symbiote tried to cling to him, he confidently ripped it off his body in its entirety, holding it to the sky and slamming it on the ground with a gasp.

What remained now was none other than Spider-Man himself.

"…Peter …" Kendo rushed back to him and gave him a tight hug, refusing to let him go. He hugged her back, the tension in his shoulders loosening as he could feel the air hit his body, despite the suit he wore, "I knew you were strong enough."

"…it took me a while to see that," Said Spider-Man, "Thank you for always believing in me."

It was hard for anyone there to believe the monster they were fighting was actually Peter, especially to Miruko. Those who were on his side were happy he was ok, glad to see the face of their dear friend even if it was hidden behind a mask. Endeavor still wasn't sure if the fight was over, so he kept his hands up just in case. Miruko, though, gestured for him to stand down. She was confident that though Carnage was a monster, Spider-Man was not.

What no one noticed while the reunion took place was the carnage symbiote piecing itself together and slinking away. It wouldn't have been able to escape in the state it was in, and it was too angry not to act. Instead, it looked around for the nearest unsuspecting host, needing someone to cling to before death approaches the door. In the distance from the group, there was one unmoving being standing incredibly still; the perfect candidate.

Spider-man noticed the symbiote moving, and quickly released the hug, "Someone stop that thing!"

Despite his warning, it was too late.

The symbiote jumped into the air and clung itself to the unconscious hero killer, spreading across its body quickly and desperately. No one was fast enough to act as it consumed his body and took form across each of his limbs. Once covering him, his limbs seemed to have increased in size, as though the symbiote was giving his muscles an extra boost. The wounds in his body had completely healed, but the host was left unconscious as something else took complete control.

"Now _this!"_ Said the new Carnage, "This is a host!"

He was no longer just Carnage, nor was he just the Hero Killer. The two had become one, Carnage's mindless rage and power, fused with Stains skill, motivation and abilities. He wasn't just either one of them

"You can call me …" He raised his arms to the sky, "Bloodstain!"


	41. Bloodstain

"Why are you so unsure?"

One final stop All Might has made in his quest to form his decision. Though he has already visited three allies, he still found the answer to be far from his grip. His recent stop was one who was also very close with the web slinger, whom he was asked to personally arrest. The woman gave him a look as though he had offended her with his question. It baffled her that the number 1 Pro Hero needed advice when it came to his job. Then again, this was Peter they were talking about.

Mayume Aihara, known better as Overcast, played with the scarf that hung from her neck as it blew in the wind. They stoop on top of a large building, looking down over the city they both swore to protect. All Might was one of few she believed to take this job seriously, despite the attention he gets. Seeing how hard he fought over five years ago against his nemesis was enough to convince her he would do anything to protect others; she respected that.

"I'm unsure, Aihara," All Might began to answer, "Because we both know that Parker is an extraordinary child with much gift and talent. Everything he does, he does for a reason."

"He does …" She agreed, "Even if it means his own destruction."

"I know him. Well enough to wish not to capture him. The problem is that it's my duty to stop him, and treat him as though he was any other criminal…" He paused, "Any other _villain_."

"Peter Parker is no villain," Overcast spat coldly, "He only ever does the right thing, we both know that."

She knew it would be beneficial to her if Peter were to be caught. Lumina is only one stone away from getting the first half of the stones. Peter still had the other half of them, but that's not why she wanted him safe. She truly believed him to be a hero and didn't wish for him to suffer any more than he already has.

"Here's my answer, All Might," She faced him with a stern look, "Do what you feel is right. Personally, I wouldn't take the job, but I can't stop you from obeying the law. You're being given a choice, so make sure you think it through."

Another answer in Peter's favor, yet it didn't seem to sit right with him. All this support toward the boy made him wonder; do morals really make the man? Are someone's consequences defined by who they are, not by their actions? If he were to catch Peter, it would be because he broke the law. Simultaneously, not catching him would be because he respected him as a hero. Can you really choose to let someone go just because they're sorry?

…

The body of Stain the Hero Killer was now completely overtaken by the Carnage symbiote. Damage to its previous vessel was irreversible in its current state and would take far too long to repair. Instead of wasting time, it chose to jump from host to host until it found one suitable for its needs. This new vessel was full of rage and hatred. With the addition of the symbiote, that once controlled anger was now a weapon of pure destruction, ready to feast on the death of others.

No one moved from their spots, unsure if their actions would cause the monster to act instinctively. Spider-Man had only now finally regained his perception of reality, being trapped in his own mind for the last half hour. Even without Kletus as its host, Carnage was still dangerous. He had no idea who his new host was, but the others did, and it was a dangerous combination.

Bloodstain felt thrilled with the state of his new host. It took barely a full minute to completely heal the wounds his new vessel had taken from battle. All that work done by Izuku and his friends had been completely undone, and now he was stronger than ever. The power and ferocity of two rage fueled beings was a recipe for disaster.

Bloodstain laughed, his chest puffing out, "So much strength in this vessel, so much rage! I am going to have so much _fun_!"

It didn't take the monster long to become comfortable in his new skin and launch himself toward his toys. Like a child in a toy store, he marched straight for the action figures with the intention of pulling them off the shelf and ripping them out of their packaging. His body was aimed for Kyoka, who was still being guarded by Tenya, who stood there frozen. It was bad enough to see the Hero Killer here, the man who wounded his brother, but now he was even stronger. His new form froze him in place out of fear.

Bloodstain quickly charged for Tenya with a speed unseen from either half of the whole before. A cloud of dust erupted from the spot where Tenya stood, making the other heroes stumble back. The only one fast enough to react was Grand Torino, but even he was unable to move in time to stop the attack. They would have moved in to save him, if not for how silent it suddenly came. There was no scream of terror from Tenya, or laughter from Bloodstain.

As the dust cleared, they could see that a new figure stood between Tenya and the monster. Spider-Man had left his spot next to Kendo and made his way over just faster than Bloodstain could. The hero was holding the monster's wrists and pointing them upward, his claws extended but missing his target. Next to Kendo were a flurry of cracks in the ground, revealing the intense launch he took to move toward Tenya fast enough. The Pro's hadn't often seen speed like that before, other than from Grand Torino. Even Tenya was rather surprised by his speed and strength.

"Stop interrupting play time!" Bloodstain scolded as Spider-Man clenched his wrists tighter, "It's no fun with you here!"

"You keep breaking your toys!" Said Spider-Man, "I'm putting you in _time out_!"

On those words, he lifted his right leg upward and slammed it into Bloodstains chest. The hybrid went flying, scraping across the street and crashed into the wall of a building as debris came down on top of him.

Shoto, still standing near his father, got the full view of Spider-Man's assault on the creature. Once again, he saw Peter change in a way he didn't understand. He had once seemed happier in class, as though he had found something he lost. This, however, was different. It was as though Peter had discovered a new strength, one he never realized he had. The way he moved and the power of his attack; was this Peter's true ability?

"Tenya! Shoto! Izuku!" Spider-Man commanded, "Take Kyoka and get her somewhere safe!"

No one except for Shoto moved when commanded, rushing to his allies and grabbing Tenya by the shoulder. He told him they needed to move so the Pros could handle this, but Tenya was still entranced. The Hero Killer, alongside the friend who betrayed him, it was just too much for him to handle. He hadn't forgiven Peter yet for what he had done, abandoning them in their time of need. The same day he discovered his brother's condition, Peter was arrested. Now here he was, giving commands as though he can just walk back in without consequences.

"Iida!" Shoto shouted as he helped Izuku to his feet, "We gotta go before that _thing_ gets back up!"

"…Right," Tenya snapped out of his trance, "Ok!"

Taking Kyoka by the arm, Tenya followed Shoto as he led Izuku down the street, who looked back at his roommate. He wanted to stay and help him fight, but he also understood that this was a delicate situation. Peter wouldn't want his friends to go to jail for the same crimes as him simply because they wanted to help. Right now, he was the only one who understood that monsters' abilities and could stop him.

"Kendo," Spider-Man approached her with his hands on her shoulders, "You gotta go too."

"No way!" She retorted, "I'm staying to fight with you! You promised we would do this together!"

"If the Pro's see you fight, you'll be arrested," He spoke calmly, keeping his worry in check, "It's not that I don't trust you, but I don't want you behind bars."

"Miruko has already seen me."

"She's never seen you fight, so she has nothing against you," he moved his hands to her cheeks, "Itsuka, I trust you. I need you to trust me too."

He was calm, which surprised her. Other times he was in a panic when wanting to keep others safe, desperately trying to get the job done. Now, however, it was different. He wasn't benching her out of fear, but because it was the logical move going forward. Whether she wanted to admit it or not, he was right. Being arrested isn't something she wants to do to those she loves, neither is being on the run.

"…ok," Kendo gave in, "I'll keep the others safe."

"Thank you," He smiled under the mask, "Now get out of here, hurry."

She kissed the forehead of his mask, "Go get 'em, tiger."

Kendo quickly took off toward Kyoka and the others, leaving just Spider-Man and the Pro Heroes. Some of the other Pros were still down for the count, unable to continue fighting the monster. The only ones that remained were Miruko, Grand Torino, and Endeavor. Each of them was very different, one of which hated working with others. It would be difficult to coordinate this group, Peter thought, but he had no other choice.

The rubble began to move; Bloodstain had healed himself already and was getting ready to climb out and fight again. Each of them quickly got on guard.

"He's getting his second wind," Spider-Man stated.

"So, you're on _our_ side now?!" Endeavor questioned, "You tried to kill us a few minutes ago! Maybe we should still be fighting you!"

"Can it, hot head!" Miruko chimed in rather aggressively, "He may be on our wanted list, but he's no super villain. Use your god damn head!"

"I have to agree," Grand Torino kept his eyes on the moving rubble, his guard up and ready to move, "That creature seems to have possessed the Hero Killer, it only makes sense it did the same to the boy."

Endeavor hated being told what to do by others, especially considering his status in the Hero World. He was known as the number two best hero, just behind All Might. People looked to _him_ , not the other way around. Now these two professionals were siding with a criminal, one whom they were told to take down on sight. Miruko was never one to work with anyone, yet she seemed a bit more compliant this time around. If anyone was supposed to be on his side about this, it was her.

"Kid," Miruko grabbed Spidey's attention, "This thing have any weaknesses?"

"Yeah," He complied, "Sound vibrations, fire, some chemicals …"

Hearing that fire was his weakness, Endeavor felt a sudden burst in confidence. Since his quirk was an overachiever of one of those weaknesses, he convinced himself this was over before it even started, "Then this will be easy," Said Endeavor, igniting his right fist, "I'll just burn the hell spawn alive!"

"Absolutely not!" Spider-Man retorted, "You do that, and you may kill the man inside! Carnage is possessing him as a vessel, we can't risk killing him!"

"That thing is _possessing_ the Hero Killer. We'd be doing a favor for everyone by taking them _both_ out."

The Hero Killer; Peter knew that was the name of the one who hurt Tenya's brother. Is that why Iida was here? Did he come here to fight him? "Either way, we don't kill! We're heroes, and we save lives, even those who don't deserve it!"

"I don't know what kind of hero you're pretending to be-"

"The kind that sees this as more than a job!"

The debris lifted off the body of the monster as he stood up tall, a sword in his hands and fused to the symbiote. He was smiling widely, enjoying this little game he was playing. To him, they were all toys from a toy box, new action figures bought by his mother and brought home for Christmas.

He had a tendency for breaking new toys.

" _Twinkle, twinkle little star_ ," Bloodstain sang, " _Pluck your head and throw it far. Up above your body's hung, watch me as I eat your lung!"_

Miruko shivered, the image disturbing her.

" _Twinkle, twinkle little star, I'll keep your blood in a jar!"_

Bloodstain rushed forward with his blade and started swinging in random directions. Torino was quickest out of all of them, zooming to the side and readying to pounce again. Both Miruko and Spider-Man jumped up and over while Endeavor shuffled back and away. His quirk charged, Torino launched with a gust of wind and kicked Bloodstain in the shoulder. The impact forced him away from Endeavor, but his expression didn't change.

"Bonzai!" Spider-Man exclaimed as he jumped forward with his legs in front. His legs wrapped around Bloodstains head, and he twisted his body to throw him into a roll. Bloodstain stumbled away from him and fell to his back.

Bloodtstain only needed to get to one knee to jab his sword toward Spider-Man. The arachnid hero quickly caught the blade by pinning it between the palms of his hands. He tried to break the blade, but the added layer of the symbiote made it stronger, sharper and heavier. Thankfully, Torino charged in again and kicked Bloodstain away, freeing Spider-Mans hands from the blade.

"You dealt with this monster before?" Grand Torino asked, keeping his gaze on Bloodstain.

"Yeah, he's insane," Answered Spidey, "Relentless, dangerous, and bloodthirsty."

"How did you beat him before?"

"Normally I use soundwaves, but we don't have easy access to that right now. Endeavors fire quirk should be our advantage. Can you get him to make a ring of fire around Bloodstain and I?"

Torino nodded, "I'll get through his thick skull." Grand Torino heard a bit about Peter from his time working with Izuku Midoryia. The boy was rather calm under pressure, opting to use strategy over sheer strength. Even though he was a wanted criminal, they were all after the same thing; taking down this monster before he hurts anyone else.

The old man zoomed over to Endeavor with a stern look, "You gotta make a ring of fire around the monster and the kid!"

"That won't beat it," Endeavor argued.

"We don't want to kill it, just slow it down."

He was reluctant but accepted the request. Though he was often hot headed and preferred strength above skill, his time as a hero did teach him that there were desperate times where he needed to toss his pride away. He never liked it, but this monster was dead serious on slaughter, so there wasn't any room for being prideful.

Reluctantly, Endeavor began to shoot the flames from his fists and a ring formed around the monster. Bloodstain panicked at the sight of the warm colors that burned to the touch. The ring was tight, so the only safe place for him was right in the middle where the heat just barely reached. It was never any fun when the toys played back.

Spider-Man entered the ring and activated the stealth mode on his suit, turning completely invisible. Bloodstain could see from any angle on his body, so the only way to avoid him was to not be seen. The hero struck him in the gut, then quickly moved before he could retaliate. The action would repeat over and over, with Bloodstains strength fading with each strike. The flames were dwindling his symbiote, though it didn't do much good for the vessel, who was still unconscious and being used like a puppet.

"Stop it!" Bloodstain complained, leaping into the air and out of the ring of fire, just as Spider-Man regained visibility. His feet planted themselves on the nearest wall as he looked down at his prey in rage, "I am so tired of playing with you! Stay out of my way or I'll tear your guts apart from the inside!"

He launched down and bounced off the ground, leaping toward Endeavor with his claws extended. The monster sliced across his arm ever so slightly, drawing blood from him. Endeavor was just fast enough to dodge the attack and avoid the murder attempt. "Is that all you can do?!" Endeavor taunted.

Bloodstain laughed, lifting his claw up, the hero's blood on the end, "Actually, this vessel has some new features!"

He took a taste of the blood into his mouth, and Endeavor immediately felt his body freeze. No matter how hard he tried, he was unable to move his muscles any more than an inch, if even. He was completely paralyzed, unable to activate his quirk. "…How…?" he questioned.

It didn't take long for Spider-Man to figure it out. Bloodstain tasted his blood, then Endeavor freezes? That must have been the Hero Killers quirk; he could taste someone's blood, and they become paralyzed. As if Carnage on his own wasn't bad enough, now he has the added powers of this villain.

Fire was his weakness. Now that Endeavor was out of the way, Bloodstain swung down the street in the same direction Kyoka and the others did. "He's going after the kids!" Miruko stated.

"I'll stay with Endeavor!" Torino volunteered, "You two are the strongest, don't let him hurt the kids!"

Endeavor tried to move, wanting to help chase down the monster that did this to him, but he was still unable to move. He pained him to watch the other two leave while Torino stayed behind with him. It made him feel weak, something the number two Pro hero shouldn't be, especially when competing with All Might.

…

By this point, Kyoka and her friends had made good distance from where the fight with that monster originated. Even in the silence of the abandoned street, Kyoka could still hear the monsters screech in her head. It was fixated on her, hunting her because he thought it would be fun. Now, her friends, Pro Heroes, they were being put in danger while trying to protect her. She was supposed to be a pro someday, she couldn't keep allowing this to happen.

She stopped running and ripped her arm away from Tenya, making the others stop and stare at her. The monster could still come after them, so it didn't make any sense to them that she had suddenly stopped moving. "You guys should just get out of here," Kyoka suggested, "It's me that the creature …it's me that Bloodstain is after. He'll leave you all alone if you go now!"

"Absolutely not!" shouted Todoroki, "If we leave you now, that thing is going to murder you!"

"Look at how many people are getting hurt because of me! I can't keep letting that happen!"

"Kyoka, we aren't leaving," Tenya argued, "You're our classmate, we don't abandon each other!"

She froze, a series of thoughts shooting at her mind like bullets. It brought a poison to her voice, brewed in defense for another, "…What about Peter?" She asked as anger arose within her, "We abandoned _him_."

" _He_ abandoned _us!_ " Tenya shouted, his mood immediately shifting at the very mention of that name, "He lied to all of us, schemed right under our noses! After everything, he left us because we didn't matter!"

"You're wrong! He cares about us, about _all_ of us! He wouldn't have tried to protect me if he didn't still care!"

"Peter is a villain!"

"He's not!"

Izuku jumped from Shoto's grip and got between them, holding his hands out at them to keep their bodies apart. He was doing his best to avoid crying like he always does, but it was hard considering the subject. They were arguing over his roommate, a friend who had been there for him, even if their time was short.

And he was honestly sick of it.

"Peter Parker …is not a villain!" Cried Midoryia, "Everything he did, he did for a reason! He may have lied about a lot of things, but he always had a reason, and it was always for the benefit of others over himself!"

"You don't know-!" Tenya tried to argue, but was immediately cut off.

"No, _you_ don't know!" Izuku shouted back, "You don't know who Peter really is. If you did, you wouldn't be criminalizing him, damning him because it's easier! I know you're hurting over it, but he's not the Hero Killer, so stop treating him like it!"

The silence fell over the two friends, the coin finally dropped between them. He had been treating Peter the same way he did the Hero Killer, as someone who personally attacked his life. "You keep pinning so much on Peter, and I get it!" Izuku continued, "After what happened to your brother, you've been really angry, but Peter didn't hurt your brother, and he didn't mean to hurt anyone else! Stop blaming him for only doing what he thinks is right!"

Could Izuku have been right? Was Tenya only projecting his pain onto anyone who causes him pain? Had he been conflicting his feelings on the Hero Killer with his views toward Peter? He couldn't help now but look away in shame, unsure of his own feelings now.

Her friends were coming apart at the seams. It had clearly been a long night for all of them. The attacks, the fires, the Hero Killer and Carnage, now together as Bloodstain. It was all so much, even for Pro's. Everyone had been struggling and fighting with everything they had.

Everyone except her.

The familiar screech roared down the street, alerting the group to the approaching threat they fled from. "He's gonna catch up! We gotta go!" Yelled Shoto. The monster was yet to come into view, but the threat still felt very real. While the boys were ready to start running, Kyoka seemed to stand very still, her back to the street as thoughts flooded her head. They tried to grab her attention, but she wasn't listening.

She blamed Peter for the longest time, hating him for abandoning his friends, loathing how he chose to fight villains now rather than wait like the rest of them. Today, however, seeing the strength that monster posed, she began to understand. He wasn't doing this because he wanted to, but because he felt he had to. Peter saw the dangers to the world and fought them out of responsibility, yet when she saw that monster, all she could do was hide. She decided, here and now, she wasn't going to do that anymore.

Kyoka ran into the street, looking down toward the monster she saw swinging in her direction. Just seeing her standing there, Bloodstain was overcome with joy. She wasn't running anymore, finally she wanted to play with him. He had gotten so angry with his other toys, now he can play with his favorite. Bloodstain was so happy, that he legitimately forgot about the pro's still following behind him. The boys tried to shout for Kyoka to move, but she didn't listen. Not yet, she thought. She couldn't risk him following anyone but herself.

Finally, when he was close enough, she ran into the nearest alleyway, making her way toward the street on the other side. Bloodstain quickly turned his swing in her direction and followed through the alley, completely ignoring her classmates and the pro heroes. She was drawing him away, damning herself to his wrath and sparing the others; the act of a true hero.

Spider-Man and Miruko arrived a few seconds after, wondering where the monster had run off to. Izuku was the one to point out that "Kyoka is leading Bloodstain away through there!" and pointed down the alleyway. The good news was that the number of victims had been reduced to one, at least for now. The bad news was that now all the focus was on Kyoka, putting her in much more danger.  
"Will you guys be alright?" Spidey asked, earning nods from his former classmates, though there was a hint of poison with Tenya. He still felt strongly against Peter for what he had done, but this was no time to worry about fixing it. Without Bloodstain after them, they'll be safe until this is over.

Spidey quickly swung after Bloodtstain with Miruko following behind him. She didn't like being led around by someone, especially one who was so much younger than her, but he had more experience with this guy. There was a lot more at stake than her own pride, and refusing to team up with such high stakes is not a mistake she wanted to make again. She already once refused the call for help from a friend, and that resulted in many wounded and dead, all so she could attend a talk show. That mistake wouldn't be repeated, so her pride took second place tonight.

When Kyoka finally made her way out of the alley's, she found herself at the bottom of one of the city's large bridges. It was backed up with cars and buses that people left behind during the evacuation. People were likely still trying to make their way across, slowed by the flurry of panicked people.

Hearing that horrible laugh, her back tensed up just as Bloodstain swung down and picked her up, clutching her tightly with his claws. Spider-Man and Miruko followed just behind them, struggling to keep up with the slippery psychopath. Kyoka did her best not to scream; as scared as she was, shouting wasn't going to make anything better.  
Bloodstain swung upward toward the pylon of the bridges and landed on top of them, adjusting his grip to hold Kyoka by the throat. He was smiling devilishly; finally, he was alone with his new favorite toy. All the other kids had been trying to take it from him, but finally he had it all to himself. As he held her, he poked at the ear jacks dangling from the sides of her head, resisting the urge to rip them off.

"Finally," He said, "I told you before, didn't I? I'm going to rip off your ears and make you choke on them! It'll be so much fun, you'll see!"

The heroes arrived at the bridge, seeing how high the pylon was in comparison to the ground. The people on the bridge were still panicking, pushing each other around to escape from the city. It was utter chaos that only added to the situation up above. "Come on!" Spider-Man shouted, leaping onto the pylon and climbing up it's side. Miruko followed by leaping up onto the cables and climbing them to the top.

Spider-Man reached the top first, still several yards away from Bloodstain and Kyoka. The monster didn't even realize he was there, too focused on his new toy to care about anything around him. If he made any sudden moves on him, he may hurt Kyoka, or worse.

"Bloodstain!" He called out, angering the monster greatly. He wasn't pleased that his playtime was once again interrupted, prolonging the fun he craved so much, "That's far enough!"

"Just let me play with my toys!" Bloodstain cried, "It's mine! All mine!"

Arguing with him wasn't going to do any good. The Carnage side of him was insane, devoid of any logic or reason. He was a ball of pure rage and devastation. His host, on the other hand, was different. He knew very little about the hero killer, but it wasn't hard to understand that he did what he did with purpose. He only killed heroes, not just regular people. That meant he had a motive, something driving his actions. With the right words, he could use that to his advantage.

"So, you kill heroes, right?" He spoke directly to the host inside, "Why is that?"

Bloodstain's expression changed; his demeanor altered without even realizing it. He became calmer, more focused, motivated, even Kyoka realized with the loosening of his grip on her neck. "Heroes," Bloodstains voice dropped, "They are a bane on this world. They work for money, not justice! They only see the people they save as dollar signs! There is only one worthy hero, and that is All Might! Only he understands the truth behind real justice!"

"…I get that," He spoke truthfully. Though the hero killer used his morals to enact violence, he wasn't entirely wrong. Many heroes only do what they do for money, or fame. They use their quirks only when they are getting paid, rather than when it is right. That idea is everything Spider-Man hated about this worlds hero system. It was personal, something he could reach for, "So many heroes are corrupt from the fame. They start out noble, but end up not caring about who it is they are saving."

"So, you understand," Bloodstain was rather surprised that someone so young could see things the way he did, "That's why heroes like this girl have to die!" referring back to Kyoka, the Carnage side of him began to regain influence, showing by the creeping of his smile returning to his face, "They should all bathe in their own blood! Glorious blood!"

"Except she's not a hero yet!" He argued, desperately trying to calm him down. He needed to keep him occupied, while Miruko climbed to the pylon on the cables behind him, "She's still in training, and she doesn't do this for money or fame! She fights hard for others, because she knows it's right."

He almost didn't believe him, until a serious of thoughts came into his mind. Being linked to Carnage, he could see into his memories, especially his recent ones. When he met Kyoka, she was attempting to help a victim that Carnage claimed the life of. She had no obligation to do that, yet she chose to, and she wasn't even a Pro hero yet. Morals like that violate his rules, so could he really go and kill her.

There was conflict in Bloodstain now. The two sides of him, the host and the parasite, were fighting for dominance now. He never had this issue when he was linked with Kletus; their views were always the same. This host was different from his last one, too focused, too sharpened. He hated when his hosts struggled, that's why he favored Kletus, he never resisted him. While Carnage favored needless bloodshed, Stain only wished to kill those he needed to.

"You can't kill her, and you know it," Spidey tried to move closer, his hands out in case something happened, "Just hand her to me, please."

"…You're right," Said Stain, the symbiote peeling away just enough to see his face, "I can't kill her, not when she hasn't done anything."

"Then please …hand her to me."

Miruko did her best to quietly step onto the pylon from behind Bloodstain, but the metal feet of her costume clanged against the surface. Stain turned around to see her, and she froze in place, cursing to herself. She was a Pro hero, one that fit all the requirements of his morals. Those morals lead to someone's death, and death was the definition of his 'others' personality. The chain led right back to the symbiote as it covered Stain's head and regained control over his body. His wretched smile regained full strength, looking back between the heroes.

"You want her?!" He shouted, "Scrap her off the pavement for me!"

In a single motion, he released his grip and pushed on her neck, sending her off the edge of the pylon. She wanted to shout and reach for something, but there was nothing to grab, and the wind had been knocked out of her. Spider-Mans sixth sense kicked in and everything slowed down. It would only take a few seconds for Kyoka to hit the ground, knowing how high they were. Her skull would crack open on impact; by the way she was flailing, she wouldn't be able to put her feet first and save her life, if not her bones. If he dived down directly, he wouldn't make it in time; he had to go at an angle.

Rather than jump straight for Kyoka, Spider-Man leapt off the edge from where he was, and waited two seconds before he shot his web for the pylon, positioned straight above where she was falling. His body pulled on the web as his trajectory changed, moving at an angle toward her. By the time he caught her, he was still moving downwards, absorbing the momentum from her fall and swinging upwards.

They landed on one of the bridges cables with Kyoka holding on tightly to Spidey's torso. She hugged him tightly, thanking him as she calmed herself down. Everything had happened so fast, she only now comprehended she was no longer in any danger.

"I'm getting you out of here, Kyoka," Said Spider-Man, releasing her from the hug.

Her face immediately told him that she didn't approve of his decision, which was rather surprising considering how badly she wanted to get away from the monster before, "I want to help you fight him. You said he was weak to soundwaves, so I can help you!"

"Are you sure?" He would appreciate the assistance, but he also didn't want to toss her into danger if he didn't have to.

"I know I chickened out before … when you asked me to help, I didn't listen because I was scared. Fighting this guy is nothing like what happened at the USJ. I let him keep causing havoc when I could have done something, so I'm not going to be scared anymore."

"It's not about having no fear," He put a hand to her shoulder, looking into her conflicted eyes, "It's about having the strength to face that fear."

"Then let me face it."

She was determined, more than she was previously that night from what he could see. He wanted so badly to stop Carnage and prove he was still strong enough to be Spider-Man, that he allowed his fears to consume him like she had. Now, they were both ready to conquer those fears and become stronger.

"…Ok," Said Spidey, "When I tell you to, do your thing. We need to separate the symbiote from the Hero Killer. I'll go up there and help Miruko bring him to street level. Once he's subdued-"

"-Turn up the noise," She finished.

Nodding, he grabbed her by the hip and rappelled them down to the bridge, where most of the civilians had escaped. After letting her go, he immediately leapt onto the surface of the pylon and climbed back up, hearing the fight between foes as he got closer.  
Reaching the top, he saw Miruko quickly dodging the attacks done by Bloodstain, who had been using his newly acquired sword against her. The monster sweep kicked her, knocking her down as he quickly lifted his sword for the final blow. His movements were stopped when Spider-Man webbed his arm, pulling on it. This gave Miruko the opening she needed to push off her hands and slam her feet into Bloodstains chest. The crack of his bones was audible as he hit the ground, still gripping his sword.

"You ok?" Spidey asked as he helped Miruko to her feet.

"I didn't need your help …but thanks," She grinned stubbornly. As much as she hated teaming up, she had to admit that it made things easier.

Bloodstain charged them suddenly, hidden from Peter's spider-sense. Though he was able to dodge him, he still managed to slice across Miruko's arm and draw blood onto his sword. The two fell to the ground, and Miruko held her arm to stop the bleeding. Before she could get back up, Bloodstain licked the blood off the blade, and she suddenly found herself frozen. Every muscle in her body became paralyzed, unable to even lay herself back down.

"You may be very pretty!" Bloodstain said as he approached her body with his blade in the air, "But I'm really starting to hate you!"

As he readied to strike her down, he was suddenly tackled by Spider-Man, sending the two of them flying off the pylon and down toward the street. Spidey made sure that Bloodstain landed first, using him as a cushion for the fall. They fought for dominance over each other, trying to keep the other pinned to the ground. Kyoka, standing only a few yards away, readied herself to attack when he told him. She was nervous, but she couldn't let herself back down again, not this time.

Each time Bloodstain tried to get to his feet, Spider-Man would strike him back down as hard as he could. The monster could feel that his attacks had gotten more powerful since they last fought. No matter how fast he tried to move, Spider-Man was just a bit faster.  
"This isn't fair!" Bloodstain shouted as he struggled to stand up, "Why are you so much stronger?! You used to be a weak little bug! Nothing but an insect! Nothing! Nothing! Nothing!" He slammed his fists against the ground with every repeat of the word, like a child who had his toys taken away.

"I was," he said, taking a moment to catch his breath, "Then I stopped holding myself back; I stopped letting fear control me."

"You can't get rid of fear!"

"But you can fight against it. I've stopped letting fear control me, and so has she."

She took that as the signal, and extended her ear jacks forward, plugging them into the symbiote. Soundwaves had begun to pump into the symbiote, in sync with the pulse of her heart, which had been beating rather quickly due to the dangerous situation. Bloodstain found himself in agony, unable to heal himself from these types of wounds. All of the soundwaves were being concentrated into the symbiote, tearing it apart from the inside. He turned to look at Kyoka, struggling to stay conscious and clung to his host.

"I'll kill you for this!" he choked out, "You'll choke on your blood!"

She said nothing, not even allowing him the satisfaction of seeing the fear on her face. His threats didn't scare her anymore, not when she had the upper hand.

Finally, the symbiote completely came apart and fell off the Hero Killer like slime, dripping onto the street and shaking in torment as Kyoka continued her assault. Seeing it as nothing more than a pile of goo, helpless and afraid, she knew she had nothing to fear anymore.

Completely separated from Stain, she removed her ear jacks and retracted them, watching the symbiote shiver in pain. Spider-Man didn't hesitate to create a bag out of webbing and scoop up the pile of goo, placing it inside and sealing it tightly. It would have to do, at least until they could find better containment.

Kyoka fell to her knee's letting out the breath she had been holding in as her shoulders drooped. Her hands were shaking in turmoil from fighting off the fear she had been feeling. Stain had completely collapsed and fallen unconscious, drained from his encounter with the alien creature.  
Placing the bag down, Spider-Man took off his mask and kneeled down to Kyoka with one hand on her shoulder, "Are you ok?" He asked.

"How do you do it?" She aske him, "How do you fight your fears?"

"Not well," He admitted, "Only recently have I begun to understand what was most important. You can never really get rid of your fear, but you can find ways to fight it, and learn from it. It comes with the job."

"Except you don't see this as a job …is that why you became a vigilante?"

"I've never been in this for the money, and there are things that I can't wait four or so years to do."

She had spent so long conflicted on what she was suppose to feel about Peter. Everyone in the news, in school and at home, they all told her how she should have been feeling. She should have regretted knowing him, and hate what he had become. Deep down, a part of her didn't believe that. Now, she realized that part of her was right. He may have broken the law, but he still did everything Pro's did and more, and earned no praise or pay. He embodied what a hero was suppose to be. She shouldn't have been looking down on him, she should be looking up instead.

Finally, free of paralysis, Miruko leapt off the pylon and onto the street with a thud. She was ready to fight, but found the situation to have already resolved itself. "Is everyone ok?" She asked.

"Yeah, Carnage is contained," Peter pointed to the web-bag, "That webbing is only going to last one or two hours, so we better find a better mode of containment soon."

Carefully, Miruko picked up the bag and examined it. The texture felt weird to her, making her recoil in some disgust. Regardless, it did its job, "I'll get this thing to the police."

The police; she was supposed to turn Peter in once she found him. Now that Carnage was finally out of the picture, she could return to the reason she came here in the first place. Capturing Peter and evening the score was her goal, after all. So, why was she hesitating? Why was she not putting a pair of handcuffs on him and taking him to the police like she said she would?

No, there was no question; she knew exactly why she was hesitating, and just didn't want to admit it.

"…What happens now?" Peter asked, knowing what was going on in her head.

"…I take this thing to the police, like I said. I'll make sure this girl gets where she needs to. As for you …" Her mind remained on the fence until the last second, where she made the leap toward her decision, "You got away after I captured the monster. I lost track of you on the bridge."

It was hard to believe what he was hearing, yet there it was. Was she actually letting him go, knowing he was a vigilante? In the few times they met, she seemed so bent on beating him; what changed? Should he really even question it? For all he knew, she could change her mind at any time. "…Thank you, Miruko," He said gratefully.

"I don't see you, you're not here," She turned around, looking up at the sky to avoid any eye contact with him, "Get going before you make me into a liar."

Standing on his feet, he lifted Kyoka up with a smile on his face. Before he could go anywhere, she pulled him into a hug, wrapping her arms around his neck. At first, he was rather surprised by the show of affection, but returned the hug all the same. It was nice to know not everyone in class 1-A beyond Izuku hated him. If only he could go back and be with his friends, the people he's grown so fond of in such a short time; being able to formally say how sorry he was would be nice.

"I wish you didn't have to run," Kyoka spoke softly.

"Me too," He released her from the hug, "I miss everyone."

"We miss you too."

As much as he wanted that to be true, deep down he knew it wasn't, at least not for everyone. He wanted to say something more, but couldn't find the words to do it. Instead, he put his mask back on and activated the stealth function, jumping off the bridge and swinging away from the scene.

The police arrived soon after to collect Carnage and Stain, and get Kyoka to an ambulance. When Miruko was asked about the whereabouts of the vigilante, she told them she had no idea where he went. Apparently, he vanished not long after the monster was defeated; literally. There was nothing to go on, so the police had to back off the case for now. Normally she wouldn't have defended people like Peter, but he was different somehow. As long as she didn't come to regret it later, there was no harm done.

…

Izuku, Shoto and Tenya found their way to the hospital not long after the event, and were filled in on what happened when Kyoka had joined with them. They were relieved to know their friend was ok, especially after she had taken off so suddenly. Itsuka Kendo, however, was no where to be seen. After Carnage went after Kyoka and the others, she had run off somewhere. No one was actually able to identify her, having only taken her mask off for a few minutes. Even if they identified her, there would be no charges against her. The only ones who may have known her identity were Kyoka and her friends, but each had claimed they knew nothing. Perhaps they really didn't recognize her, or perhaps they were trying to protect her.

Itsuka had climbed a fire escape and hidden herself atop a building roof, looking down over the city and the aftermath of the attack. The Nomu had all been defeated. Some had been arrested, others deceased or missing. The only thing people knew about the Nomu was their connection to the League of Villains, so that must have meant they were behind the assault. No one understood their motives yet, perhaps they didn't have one. They were villains Afterall, they didn't need a reason to be evil. At least, that's what everyone is trained to believe.

Spider-Man climbed onto the roof where Itsuka had been waiting, undid his stealth mode, and removed his mask to greet her. She gave him a hug, wrapping her arms around his waist and resting her head on his chest. She could tell by his body language that things had finally calmed down, and the danger passed. "So, it's over?" She asked.

"Carnage is contained," he said, "I just wish I knew what happened to Kletus."

"After Todoroki and I found him in the rubble, we called the cops and had him picked up."

"…you're like my own personal shooting star."

Smiling, she held him tighter and smiled, not wanting to let go. Now that the conflict was next, she knew what needed to happen. He had to return her to the Pro hero agency, and go back on the run as a vigilante, all without her at his side. She wished she could go with him, to keep him company on his lonely path, but he wouldn't allow it. He wouldn't want her to throw away her freedom for his crusade, as much as she wished she could. She had her family and friends to think about. Peter did this because he had no choice, but she did.

"…I really wanted to make this work," She said, the smile on her face dropping, "I wanted to see if this would work between us, but all we've done is fight villains. We need more time …I _want_ more time with you."

"I do too, but we're going to have to put it on hold."

"I don't want to!" She argued, backing up to see his face but still holding him by the waist, "I wish you could just come back with me."

"You know that I can't. I have to finish what I started."

"…I know."

They continued their embrace for some time, wishing they didn't need to let go so soon. The sun would be up in a few hours, leaving little time for a tearful goodbye. Spider-Man quickly took her back onto the roof of the train and headed back to the city she came from. By this point, the sun was just two hours from waking, and she had been out all night long. Hopefully, no one had noticed she was gone. She hadn't gotten any messages from Momo or the agency, so perhaps she was in the clear.

Peter helped her climb into the window of her room, where Momo was fast asleep during this time. After helping her inside, they stared into each other's eyes for what seemed like forever. There were pools of sadness in their eyes that reflected on one another. As much as they didn't want to say goodbye, they knew it was best moving forward. It took all of his strength to swing away as Kendo watched him vanish into the night.

That night in bed, she cried quietly to herself, wiping her tears on her blankets.

…

After all that had transpired, All Might had gotten a call from Grand Torino, his former mentor during his rise to becoming a Pro. He informed All Might about what happened with Hosu, about how the Nomu arrived, and Izuku was forced to fight the Hero Killer. He wished he could have been there to help, but he hadn't any idea it was happening until it was already over. Thankfully, Izuku was safe and being treated carefully. Though, due to the boy's actions, Torino lost his teaching license for a while. It wasn't as though he was using it much, anyway, but it stands as proof for how troublesome Midoryia can be. He only got his teaching license to keep a promise he made to All Might's predecessor.

After that, they discussed everything about the Hero Killer, how people seemed moved by his motive, and even sympathized with him. He told All Might about the killer's obsession with the symbol of peace, how it pushed everything he did, and how he may have been connected to the League of Villains.

Villains, a term that brought pain to him, for he wasn't sure of the meaning anymore.

" _Everything alright?"_ Torino asked over the phone, " _You sound troubled."_

"Yes, it's just …" All Might paused, looking at a folder of Peter Parkers files, "I've been asked to hunt down a former student of mine."

" _And?"_

All Might took a deep breath, looking down at his feet, "And I've agreed to do it."


	42. A Grip on Hope

Mayume sat on the roof of her home, holding her phone in her dominant hand. It was late at night, just a day after the Hosu disaster. Everyone was still recovering, still raving about what had happened. She was reading an article about it on her phone, the light of the screen somewhat blinding to her eyes at this hour. Reading about the Nomu, she was honestly glad her deal with the League of Villains was cut. Despite practically having an army of villains now, they weren't using any of them. They must have been bored; it wouldn't surprise her if they came crawling back at this point.

"That'll hurt your eyes."

The mysterious assassin known better as Nightmare appeared on the edge of the roof, kneeling to look at what she was reading. She didn't seem surprised to see him there, like she had been expecting him after everything finally settled.

Putting her phone away, she stood up and adjusted her scarf before addressing the business at hand, "You did say you'd find me after it was all over."

"Yeah, I did. Have you thought about my proposal?"

Thought about it? It's all that was on her mind for the last few days. If he really knew where the time stone was, then she couldn't pass up the opportunity. The only issue at hand, however, was the possibility of this man wanting something out of this. What does he hope to gain, she wondered? Does he want to use the stones power? Perhaps he is only in it for the money. There was even a small chance he just wanted to help with no strings attached, but that seemed the least likely. "I did," She answered, "What's in it for you by helping me?"

"Take a wild guess, _Lumina_. You're collecting stones of infinite power, and I want in on that."

"What is it you want?"

Nightmare hopped onto the ground and stood close to her, nearly getting up in her face. His presence made her uncomfortable, yet she couldn't bring herself to back away, "I know where the Time Stone is, do you want it or not?"

He wasn't doing much to offer motivation. Nightmare clearly wanted something out of the stones, she just wasn't sure what that was yet. There was a vibe about him, something deeper beyond the darkness of his helmet. What she couldn't yet understand what his allegiance was verses his semblance. There wasn't quite something evil, though there was nothing that told her he was pure. The man was a walking contradiction.

"Ok," She sighed, "Where is it?"

She couldn't see it, but he was smiling under his helmet, seemingly excited to be working with her. Stepping out of her personal bubble, he jumped back to the edge and looked down, "Remember what I told you before? About my former employer? He's the one that gave me my barring's, before I took my chance and got out as quick as possible. He's always looking for an advantage over others, even if he doesn't understand the kind of power he's dealing with. He just takes and takes and takes…" a pause in his speech, perhaps of actual worry, "He's the one who found the stone."

"Who's your former employer?"

Nightmare turned around, looking her dead in the eyes with a stern look she couldn't see, "He goes by All for One."

…

The internships finally came to a close, and everyone returned home to be greeted by their friends and family. Those who were in Hosu during the events that transpired were asked not to say anything of what really happened, specifically about the Hero Killer. Though it was Shoto, Tenya and Izuku who took down Stain originally, long before Carnage possessed him, the news had depicted it was Endeavor who did the deed. This is because the students technically broke the law, but were given a pass because of the circumstances.

The three students had made their peace with what happened with Stain, but not everything else. Tenya's mind was still clouded by Peter, and the things Izuku had said. He still felt strongly for what Peter did, but now he wasn't sure just what that meant. Much like Kyoka, he too was now torn between two versions of his own perception. Since then, when it came to discussing Peter, he had been rather silent.

The first day back to school had begun, and everyone had gone into homeroom to meet with the friends they hadn't seen in a weeks' time. All they could talk about was everything they had done under the watch of Pro heroes. Being out in the field and helping people was everything they hoped it would be. Some had close calls, though, like Tsuyu. She and her Pro heroes had come across some dangerous villains, but thankfully they had been stopped. Many of her classmates had asked her about what happened, and she was embarrassed to tell them. Having that much attention wasn't something she was used to, but it felt nice.

The news had talked about more than just Tsuyu's encounter, but also what happened in Hosu, and it peaked everyone's interest. No matter how much their classmates asked what happened, Izuku and the others remained quiet about the specifics. They weren't allowed to talk about fighting Stain for legal reasons, even if the chief of police there had forgiven them under the circumstances.

Of course, not everything could be kept under wraps forever.

"Is it true what people are saying?" Mina asked, "Was Peter in Hosu with you?!"

Izuku looked away, trying to avoid answering his pink friend. Just at the mention of Peter, everyone had stopped their conversation to listen for his response. Everyone had a different reaction; some were concerned, others were angry. Mina was among the concerned. Despite his crimes, she missed Peter very much, and wanted to know if he was ok. While she had long since moved on from her suspected feelings for him, that didn't mean she couldn't still care about his well-being.

"I-uh …" Izuku stuttered, "The thing is- about Peter- he was- he could have been- well-"

"He was there."

Shoto, sitting alone at his desk next to Momo, blurted out the answer Izuku was too afraid to give. In his mind, they had only been asked to keep quiet about fighting Stain. Everyone wanted to know about Peter, and he wasn't afraid to enlighten them.

Momo, being closest, perked her interest to listen in. Like everyone else, she had been having doubts about her connection with Peter. Though unlike the others, she was looking for whatever excuse she could to repair that connection. In truth, she didn't want to start hating him like everyone else had. She wanted to see the best in him, especially after their last interaction.

"When my father saved us from Stain the Hero Killer," He lied effortlessly about his father's involvement, "That's when we saw Peter. He was fighting this other creature, trying to protect everyone from it, helping fight against the chaos."

Mina's expression grew to that of pure joy, gasping with happiness, "I knew it! I knew the news was wrong about him! He's always been one of the good guys!"

"That doesn't mean anything," Mezo chimed in, crossing his arms and staring the pink hero down, "One good deed doesn't redeem the lies."

"But he was saving people!" She argued, turning to look at Kyoka, "Jiro! You were there! Tell him Peter was helping everyone!"

Perhaps a week ago, she would have sided with Mezo when it came to Peter. After the events of Hosu, however, things had drastically changed. Mezo, from what she understood, based his feelings off the media and pure instinct. There were facts, but the facts didn't always get the specifics. She knew there was more to what happened than what the news says, "Peter saved my life," Jiro admitted, "That creature was trying to kill me, and he protected me. I think that, even with his crimes, he has never stopped being the good guy."

Mezo could see he was being ganged up on, and retreated to the safe bubble of his desk, ending his involvement in the conversation.

Momo thought she would be happy hearing this. She thought that knowing Peter was still doing things for the right reasons meant he wasn't the bad guy everyone said that he was. Yet, she found herself only bathing in guilt and shame. All she could imagine was the look on his face when they meet again. Would he still be upset about what she said after the festival? Peter may not even want to see her; he may even hate her. Who could honestly blame him?

"You ok, Yaoyorozu?" Asked Todoroki, startling her out of her train of thought.

"Yes!" She exclaimed, clearing her throat soon after, "Yes, I'm ok. I'm just thinking, that's all."

He knew there was more to what she was saying. Her confidence had been so obviously reduced since the festival. He did want to help, but wasn't exactly sure how to do it. Was there something he was suppose to say? Something he should do? That's what a friend does, right?

"Do you …" He hesitated, "…Want to talk about it?"

His gesture was surprising, especially considering his past attitude. He's always been so isolated from the class, at least since before the festival. Now he was actually asking about her feelings? "There isn't anything to talk about. I'm ok, Todoroki."

"Are you sure?"

"Yes …thank you for asking," She smiled, finding his compassion enough to ease her aching heart.

The school day continued on, and everyone got the opportunity to show off their new skills during the Heroics Class. When the end of the day came, everyone grabbed their stuff and made their way out the doors. Kyoka Jiro normally walked on her own, and fully intended to do so once again, especially after what happened lately. Her mind was still thinking about what happened in Hosu, with the image of Carnage and Bloodstain engrained in her mind. The words he spoke about ripping off her ears always made her flinch, and hold her ears as though to protect them.

Passing by her was a girl with familiar red head, her hair put in a ponytail. Kyoka had only briefly seen her face, but she recognized her right away. "Hey!" she called out, rushing up to her.

Kendo turned to face her with surprise, feelings of worry rushing over her. Had Kyoka recognized her? What was it she wanted? "Hey, you're from class 1-A, right?" She played dumb, just in case she was reading too deeply into it.

"I know you. You were in Hosu with Peter, the girl in the hood."

Turns out, she had read just deeply enough. Kyoka could tell by Kendo's expression that she didn't enjoy being outed like this, especially considering the rules behind vigilantism. Even if she technically didn't use her quirk on anyone, she still didn't want the attention.

"It's ok!" Kyoka blurted after seeing the turmoil on her face, "It's not like I went and told on you or something. I just wanna talk, that's all."

"That's all, huh?" She sighed, holding a hand to her heart in relief, "That's a relief."

The two made for the sidewalk together, earning only a few staring eyes. It wasn't out of judgement, the other students just hadn't seen them walk together before, especially being from different classes. The sun was now coming down, and a comforting yellow light emitted over the city. It was peaceful, and the sun was just dimmed enough that you could actually look at it without hurting your eyes.

"Have you heard anything from Peter since Hosu?" Asked Kyoka.

"No, and I don't blame him. His cell phone doesn't really have signal in Japan. Even if communication was easy, he probably wants to lay low for right now."

"I guess that makes sense. It's just that everyone has been asking us about Peter since they heard he was there."

"How's everyone feeling about that?"

The question made her wince and sigh, clearly showing the subject to be somewhat difficult, "Everyone is so divided. We used to always help each other and work together in some way. Now, though, everyone is fighting against each other over this. The class has been split down the middle now, and I really don't like it."

"Peter wouldn't want everyone fighting about him. Thank goodness he isn't here to see it."

A few minutes of their walk was spent in silence, basking in the warmth of the yellow sun as they let everything settle in. They have their exams coming up before summer starts, and they aren't sure what to expect just yet. Kendo was already trying to think of ways to find out, maybe by asking the upper classmen what they went through. The written half isn't the issue, it's the practical exam that everyone is on edge about. It doesn't help with Peter still being on everyone's minds; they should be able to focus on studying.

"Do you know why he lied?" Kyoka forced herself to ask, "About his papers, about everything? I know he's a good guy, but it still bugs me that I don't know why he did it."

Of course she knew why, but it wasn't something she could really say. How does one go about explaining the multiverse in a way that makes sense? Izuku and herself only believed it because of specific circumstances. The night she found it out, she had sat in her room and contemplated it for what seemed like hours. Explaining it to someone _without_ proof would be nearly impossible.  
"What I do know is that Peter never meant to do it. He got tossed into a bad situation with no way out. He's been struggling to stay on two feet just to keep everyone safe."

"That's all you can say for sure?"

"Is that not enough?"

"…I don't know."

Silence fell again, only Kendo wasn't having it this time, "What about Todoroki, Iida and Midoryia? Have they …said anything about me?" She knew Izuku would stay quiet, but Kyoka didn't know he was also in the loop, and she didn't want to rat him out.

"No, actually. I don't think they really had a good view of your face. I pieced it together because I actually talked to you more."

Shoto talked to her as well, yet he was keeping quiet? Were they protecting her, or did they really not see that she was the hooded girl from that night? Either way, perhaps she should just be thankful for it.

"Hey," Kyoka bumped her arm with a smile, "Thanks, by the way."

"For what?"

"For helping that night in Hosu."

Kendo smiled, bumping her arm back, "You're welcome."

…

Finally, she could be useful.

That's what Momo told herself over and over again as she traversed down the sidewalk. With the exams coming up, everyone was concerned over the written portion. Most of the class were sure they could handle the practical exam, but the written needed a whole different set of skills. That's why a few of her classmates asked for her help in studying since she ranked number one in the class for academic studies. Roughly a fourth of the class will be visiting her home to study with her, and it made her so happy. All she could think about was getting her mother to open the hall, and preparing all kinds of tea for her guests. She needed to impress them, and show them she was still worth turning into a hero.

"Yaoyorozu!"

The voice of Shoto Todoroki caught up with her quickly as he slowed from his sprint into a walk by her side. He could have just gone straight home, but felt like he still had more to do first. Momo's reaction in class earlier was still up for questioning, and he felt as though he couldn't just leave it alone. She was normally so confident, and he respected that, but everything changed after the festival. If he was going to try this 'friend' thing, then he needed to start now.

"Todoroki?" she questioned, "Is something wrong?"

"I just wanted to ask you something."

It wasn't normally like Todoroki to show such concern for his classmates, or others for that matter. Then again, he had been different since the festival; a lot of people have been different since then, "What is it?"

"You said before nothing was wrong …but I'm having a hard time believing that," He could instantly see her expression change from her illusion of a smile to the cold truth of her frown, "I would have just kept to myself a few weeks ago, too, but someone helped me open up and it actually helped me feel a lot better."

"There's nothing to talk about, Todoroki, really. I'm fine!" She forced a smile.

"Momo," He said sternly, using her first name to express how serious he was, "Trust me, keeping something hidden within for so long not only turns your heart to ice, but burns it too. I've seen how much pain you're in every day, and I'm worried."

"…Worried?" She muttered, holding a hand to her mouth to hold back her tears. Her throat felt blocked up, holding in the gasps of her agony, "So you're saying you care about me?"

"…Yaoyorozu …"

"If you don't, it's ok to admit it, I won't be mad," A tear ran down her face, trailing off her hand and staining it with the mark of pain, "What I feel doesn't matter, because what I feel just drives everyone away …that's why he won't come back."

"'He'? Wait, do you mean-"

"I said such horrible things to Peter," Her tears became stronger as her voice rippled, "I scolded him for being a good person, and he chose to leave us. It's my fault that he's gone, I'm the reason he left us. Why would he want to come home if he hates me so much?"

"That's enough!" he shouted, catching her completely off guard, "What happened is not your fault! Peter does care about you, no matter what you said to him. Back in Hosu, he came to our rescue when we needed him. He wasn't just in the neighborhood; he came because he cared about us even after what happened. Peter might be an enigma, but one thing I know is that he still loves us, no matter what. Maybe you are part of the reason he left, but not in the way you think. I don't think he left because he hates us, but _because_ he loves us."

She was silent, taken aback by his words of kindness. Though his tone spoke from an aggressive place, he still clearly cared, even if he had a strange way of showing it. The shock made her tears stop completely, though she still hiccupped from them.

"You once told me that we were all in this hero gig together, and that ten years from now, we would need to rely on each other. I think that Peter still abides by that, even being so far away. If nothing else …" He paused, hesitant with his next few words that would either make or break the bond he was trying to make, "I will stand by you, so that you have someone to rely on."

For him, Izuku had recently been that person. He closed off his feelings until they were forced open by that green haired hero, who made him realize he shouldn't fear his power. His help motivated him to finally visit his mother in the hospital and reconnect with her after all this time. He of all people understood now that they should rely on their friends when they needed them most.

Her tears came right back, sending Shoto into a panic. He thought he had made things worse until she rushed in for a hug, holding him tightly with her face buried into his chest. A quiet 'thank you' was whispered from her lips and muffled by the cloth on his shoulder. Awkwardly, he hugged her back with a faint smile. It wasn't going to be a full recovery for Momo just yet, but this was a good start.

Izuku gave him kindness, and he finally figured out how to pass it on.

…

They had travelled for some time, making their way into an entirely other city. Nightmare had been leading them toward the location of the last stone, and she couldn't resist following him. Now only was this because she needed the stone, but also because of who may have it. She knew Nightmare worked with the League of Villains boss, but she hadn't previously known who that exactly was. Now, she partially wished she remained oblivious.

"You never explained," Mayume accused him as they continued moving across the rooftops.

"Explained what?" he asked, not bothering to look back at her as he leapt to the next roof.

"All For One, you never explained how he was still around."

Everyone knew the story of what happened over 5 years ago. All For One was a horrible villain who had the ability to steal quirks and even pass them onto his followers. He caused chaos and mayhem everywhere, until All Might showed up to stop him. Thanks to All Might, All For One was finally stopped, and everyone thought he was gone for good. Never did she think he would resurface again after all this time.

"All For One …" Nightmare stopped on the next roof and let her catch up, crossing his arms and refusing to even look at her, "I was recruited by All For One so many years ago. He gave me my quirk and put me to work as one of his followers. He was polite, controlled, but there was always a more sinister nature to it. To _him_. After All Might defeated him in battle, All For One went into hiding, and I used that as my chance to escape and go on my own."

"How did he survive the fight? He would have had fatal wounds, right?"

"Not sure, he probably found a quirk that could preserve him. That's the only thing I can think of. Now, though, I have reason to believe he found the Time Stone. Good thing is that he doesn't know how it works, let alone what to do with it."

That was a relief for her. The Time Stone was one of the most powerful of them all next to the Reality Stone. If All For One actually knew how to use it, it would mean total destruction for everyone in Japan, maybe even the world. Getting it from him was about more than her own goals, it was about humanities preservation.

Finally, they came to a mysterious warehouse, abandoned and run down. Old construction gear was laying around, but none of it was in any use. Whatever people thought this building was for, it was only a façade for whatever was really inside. It was hard to believe that this would be the hidden bae of the infamous villain All For One. There had to be more to it than just this, considering his reputation.

"Is this his base?" She asked.

"No, just a property he owns. When I reached out, he said to meet here."

"You reached out to him? I thought you wanted to get _away_ from him?"

"I did, but I figured I couldn't avoid him forever."

He was afraid, that much was clear. Nightmare has always appeared to be fearless and powerful, yet this was different. He was visibly afraid, and who could blame him. This wasn't your run of the mill crime boss or super villain; this was _All For One._ He was the worst of them all, and everyone thought he was gone at this point. If All Might really didn't defeat him back then, then what hope is there he could _ever_ be stopped?

"Are you scared of him?" She asked.

"…Yes."

"Really?"

"That surprising?" he looked at her confusingly, his head tilted slightly to the left.

"I just didn't expect you to admit that."

Nightmare let out an audible sigh, turning away again, "I think he's the one guy it's ok to be afraid of. Now, come on."

Nightmare went first, finding that the door leading inside was left open for them. It was dark inside, the only light they could see coming from windows on the other side of the large room. All For One could have asked them to meet anywhere, yet he chose it to be here, out of sight from the people. Either he simply wanted a private meeting, or he was planning to end him and his new friend for abandoning him over five years ago.

Mayume was the one who managed to find a massive light switch on the wall, and switch it on for a better view. She expected an empty factory with old equipment covered in dust. If not that, perhaps a weapons factory where they produced their gear.

Her second guess came close, but it was far from the ugly truth.

Inside of the massive room were pods, scattered all over the place in linear order. They were bubbling, tubes pumping liquids in and out of each pod. Inside of them were humanoid figures, floating in the liquid and unconscious. They were massive, with features that defied the human structure. She only recognized them to be the Nomu, creatures used by the League of Villains in now two different attacks. These were the same creatures that gave All Might a hard time against, and there were dozens of them in this room.

"What …is this place?" Mayume could barely comprehend.

"…A Nomu factory," Nightmare, just as surprised though hiding it much easier, began walking around the pods to look inside of them as he lazily let his hand run across the glass, "This must be where they make all their Nomu. I didn't realize there were so many of them …"

Mayume joined at his side, looking at the ugly faces of each Nomu, each one different from the last, "Why would he have us come _here_?"

"Intimidation," his voice dropped, "He wants us to take this meeting seriously, for us to know that there is no way out if we displease him."

"I thought you said he was polite."

"I also said he was sinister."

The ground beneath their feet suddenly got softer, then completely vanished before either of them realized it. Their bodies were pulled into a portal of black mist of which neither of them could escape. For the brief moment of transition, they felt nothing. It was similar to when Overcast used her shadow quirk to case an environment, everything went completely numb. That's why it was even more disorienting when they did the ground and quickly regained all feeling, just in time to feel pain on their knees.

The new room was darker than the last, the only light now coming from a TV on the wall behind them. A man in a suit with a head of mist stood behind them, guarding the door in case they tried to leave suddenly.

"It's good to see you again, Nightmare."

In front of them was the man himself. He was sitting in a big chair, his face shrouded in shadows. Even in the dark, though, Mayume could see his face was covered in scar tissue. He didn't seem to have any visible facial features that she could see beyond his mouth, which grinned confidently in the darkness. He sat with one leg crossed over the other, establishing dominance over the guests he saw only as children in need of guidance.

"It's not often I allow guests, however," All For One grinned, "You're a special case, aren't you Night."

"Let's skip the-"

"Allow me to stop you there," He cut off, "I refuse to get to business until we catch up a bit, there's nothing wrong with that. Besides, I'd like to get to know our guest."

Even though his verbal patterns suggested no sinister vibe, she still felt a cold shiver running down her spine every time he talked. How was it that he kept his true nature so well hidden, yet she could still sense it in her gut. It was like hooks latching to her body and pulling every time he spoke, just before he offered a Band-Aid for the wounds. He didn't want to do business until the casual talk was out of the way, so she had no choice but to obliged, "My name is-"

"Lumina," Nightmare cut in and ended her sentence for her, "This is my friend Lumina."

On one hand, he wasn't wrong; Lumina was in fact a name she went by. At the same time, why would he create a lie to hide her true name? What was he up to? Was he protecting her for some reason? Did her name mean something to All For One?

"Lumina …yes, I've heard of her," All For One said, "I've been following her work on the side. Very organized, might I say."

"…Thank you," She answered awkwardly.

All For One leaned forward in his chair, looking closer at her attire. She came here in her casual clothes, but she was still recognizable. After all, her Hero Outfit didn't consist of a mask. She never wanted people to question who it was that was saving them.  
"I know your face, though," All For One said, "Yes …You're one of those Pro Heroes. That's fascinating …A Pro hero masquerading as a Villain, or perhaps it's the other way around," He leaned back, hand on his chin, "I wonder which is the façade, and which is your true nature."

"You act as though I'm two different people, I'm not."

"Very true, you're simply a woman after one thing."

Slowly, he reached into his pocket and pulled out the glowing stone. It was orange, barely showing more features of his face as he lifted it up. The time stone was one of the more formidable of them all. With it, time adapted the same physics as a DVD player. The flow of time can be disrupted with a thought, as long as you know how to use it. He would have done _something_ by now if he knew what to do.

"You came here for this little thing," He said, juggling the stone between his fingers, "So much fuss for a piece of jewelry."

…

If there was one thing that made her feel better, it was dancing.

It was late at night, and most of her friends were at home studying. She had just finished studying with Momo and her friends for their exam. Everyone had headed straight home, expect for Mina Ashido. She was making her way back when she passed by the local TV store and they showed a newscast of Hosu, with images of Peter and the term "Villain" shown underneath. It upset her, to say the least. She didn't want to walk in the door of her home with a look of sadness on her face. Instead, she brought herself to the local baseball field, where she can find solace in isolation.

Pulling out her phone, she opened up a playlist and set it with her stuff. The first song to play was one of her favorites by an artist whose name she couldn't even remember. It didn't matter, she had already started dancing. It was of decent pace, so she didn't have to push herself. She was always very athletic, even in middle school, so dancing became one of her hobbies. It always helped to dance and get that energy out whenever she was upset.

And boy was she upset.

Very rarely has she ever broken down from her usual cheery demeanor. Momo was one of the few to finally break down those walls. This though, this was hitting her where it hurt. Though she moved on from her feelings for Peter, she still thought of him. He was her friend, someone who supported her. To have him branded a bad guy just didn't sit right with her. Some of her other classmates were more than willing to brand Peter the bad guy, but she wasn't. She just couldn't.

"Hey there Pinky."

She recognized the voice instantly and turned around to greet it. It was Eijiro Kirishima, wearing a pair of shorts and a hoodie. He was smiling at her with his hands in his pockets, his head tilted to one side as he listened to the music playing from her phone. How long had he been standing there? Had he seen her dance the whole time?

"Kirishima!" Mina exclaimed awkwardly, "What're you doing here?"

"Actually, I was on my way to Yaoyoruzu's house to see if you guys had room for one more study partner, but I can see everyone went home. Except for you, though. What are you doing out here?"

"Well …you know I like to dance …so …"

Kirishima was one of the few people who made it to U.A that Mina knew from middle school. Back then, he didn't have his signature red hair. He had changed it because he wanted to start off school by saying goodbye to his 'old pathetic self'. They had been friends for a while, though growing closer since coming to U.A together in the hero program.

"You do like to dance," Kirishima said, the smiling slowly drifting away from his face, "And I've known you long enough to know you also dance when you're upset."

He had her there. Kirishima was one of the few who would actually know that, "Yeah …everyone's been upset about something lately."

"Well, I can see you still got it!"

The comment made her blush in embarrassment. Coming from anyone else, she would have bathed in the limelight of the compliment, but it was always different with him. To retaliate that feeling she was getting, she decided a joke would best balance the tables, "Yeah, well, still a better dancer than _you_."

"Hey! I've gotten a bit better! Gotta be ready for when those school dances start up, like the one their holding after the exams."

"That's pretty soon. You sure you're up for that?"

"Duh!"

"…Fine," Mina approached her phone and picked it up, playing with the settings as Kirishima watched confuzzled. When she set it back down, a new song was playing. It was slower than the last one, "Everyone loves a slow dance song. I want you to prove you can woo a girl."

"Pfft, of course I can!" He said, not entirely confident in that, "Just you watch."

The two came close to each other as the music started to get going. In truth, she could have been a bit more subtle about this, but perhaps she wasn't in the mood for subtlety; she just wanted to dance with someone. Having someone to look at while dancing took her mind off the horrible things going on right now, and she weirdly liked to look at him. His red hair stood out among the class, just like her pink skin. She admired how he went into this year wanting to change and be a better person. It inspired her to want to do the same, even if she couldn't find the will to succeed.

As the dance continued, Mina found her hands locked with his. One of his hands rested on her hips as they swayed back and forth, smiling awkwardly as they tried to find the right facial expression to hold while staring at each other. Every once in a while, Kirishima would try to spin her under his arms, just barely succeeding. It made her laugh, which spread to his own lungs.

One of these attempts to spin her made her trip. As she fell, she was still holding onto Kirishima's hand, and he was pulled along with her. They crashed into the ground just next to Mina's stuff, dust settling from the impact.

And they laughed.

They laughed so hard that they couldn't seem to get up. Their stomachs were too clenched to do anything, and they just let their bodies collapse into the dirt as they squinted their eyes shut. The laughter was so contagious, she honestly forgot why she came there in the first place.

Finally, they settled, yet remained with their backs to the dirt and their eyes to the sky. A few bubbles of laughter came out every once in a while, starting a short chain of chuckles between them.

"You need some work," She commented.

"What else is new," He half-jokes, believing every word even if he put it off as the opposite.

"…Thank you, Eijiro. I uh …I really needed this."

"Yeah …yeah, me too."

"It's just …" She sighed, letting her lips rest her smile, "Peter was our friend, and we're just supposed to pretend he wasn't. I mean, I'm not crazy, right? He wasn't the bad guy, right?"

"No, he was a good guy," He agreed, feeling slightly down they were talking about another guy, but he knew the context was unique, "I fought him once during one of our classes. When one guy fights another guy, you get a sense of who they are. Dude was cool, no argument about that. He was also just as flawed as the rest of us, yet everyone is pretending he was some kind of… evil mastermind."

"It's about more than that, though. This whole issue with him is dividing the class. I miss when we would all be there for one another, now it seems like we're supposed to pick a side."

"Well …whatever side you pick," He turned and smiled at her, "I'll follow you."

She blushed again with a faint gasp, turning her body to look at him. She whispered his name and tried to form a sentence, but found nothing could come out. All she could do was smile, nearly letting herself cry as tears formed in her eyes. He saw the tears coming, and shouted 'Incoming!' before pulling her into a hug. She laughed off her tears as she buried her face into his chest. They laughed together under the watch of the stars whose light approved of the bond they shared.

Whatever happens, they knew that they at least had each other.

…

Izuku was alone in his room, a book deep in his lap. It was late at night, but he couldn't let himself sleep just yet. Exams were coming up fast and he needed to be prepared for them. He was used to studying alone, gaining his strength in knowledge from the comfort of isolation. He could have studied with his classmates, but they likely wouldn't be able to understand his constant muttering. It's just how he did things; getting so caught up in his own thoughts that reality seems to shut itself off. Some say it made him smart, others thought it was a social fault; depends on who and when you ask.

When someone knocked on Izuku's door, he nearly leapt out of his bed in fear. The sudden noise had yanked him out of the depths of his psyche. He needed a minute to catch his breath before he could finally stand up and open the door.

Standing there was May Parker, with a plate of food in her hands. She was dressed in an apron, telling him that she had just finished helping Inko cook dinner. The poor woman looked very tired, and who could blame her? "Your mother told me to bring you dinner."

"Oh! Thank you so much, Mrs. Parker!" He smiled brightly and gently took the plate from her, moving it over to his desk and setting it down. It smelled amazing as always, May and his mother were great when they worked together. Their knowledge of cooking put together made for some amazing meals.

"How's the studying going?" asked May.

"Struggling, but I'm getting there. There's so much that I need to figure out and not enough time. I keep looking up strategies to memorize information faster but only two of them actually worked-"

He stopped when May started chuckling. In no way was he offended, as he often expected specific reactions when he started ranting. Normally though, no one laughed, rather they were just confused. "Sorry!" May said, waving her hand, "It's just that you sound so much like Peter. He's always been the same way when he studied."

This wasn't the first time someone compared him to Peter. They were, to be fair, quite a bit alike. Both got their quirks so late in their lives, and from an outside source. Both of them were missing a father figure, and often threw themselves into their studies, pushing to become great heroes. No wonder they always worked so well together.

"May," Izuku called to her before she could leave, "Can I ask you something personal?"

"Of course, what is it?"

"I just wanted to know how you were doing …about Peter, and everything."

The smile on her face dwindled away like candle in the wind. She had been trying hard to keep herself busy and productive, but she could never avoid what was going on with those she loved. Every day the news had something else to say about Peter, branding him a villain. It was rough to see her nephew branded a criminal for doing the right thing. "It's …it hasn't been easy. Peter has always been a magnet for trouble. I wish I could fix it for him, but I can't."

"Are you worried about him?"

"I'm _always_ worried about him. I know he's capable of protecting himself, but he always throws himself into the fire without hesitation. I worry what it will do to him one day."

This brought something back to Izuku's mind. Peter once told him how dangerous this is, and that the world won't wait for them to become heroes. His life is dangerous, always attracting danger at every turn. No wonder he preferred having a secret identity, it was to protect the people he loved from himself, not his enemies. It's easier when you're an adult, but a child? Kids already go through enough trying to figure out puberty, let alone saving lives while wearing a mask.

"I'm sorry if I made you upset …" Izuku said sadly.

"No, no! Don't worry, Izuku. I'm fine-" her sentence was cut off by a bad cough, making her bend over with her face toward the floor. Her face became red, her throat temporarily clogging up as he went into a fit of pain. It lasted only a few seconds before she recovered.

"Are you ok?" He asked, a hand hovering over her back, "You've been working too hard, May. Maybe you should get some rest."

"Perhaps," She cleared her throat, "That Parker Pride of mine is a killer. If you need anything, don't hesitate to ask."

"I should be telling _you_ that."

A joking smile creeped on her face, and she left the room slowly to go and rest in bed. The door bumped against the blow-up bed that was resting in the corner. He couldn't help but stare at it, the blankets still resting atop the sheets. The pillow still seemed to have an indent of Peter's head-shape. They would often sit on their beds and study together, testing one another on the facts for their written quiz's in the coming days. It was nice to have someone who thought in the same way he did. He missed that.

He missed his roommate.

…

"You came here for this little thing," He said, juggling the stone between his fingers, "So much fuss for a piece of jewelry."

To her, that little stone was so much more than jewelry. It was the next piece in her plan for repairing her life, and it was in the hands of one of the most dangerous villains in Japan. By the way he was holding that stone between his fingers, he was taunting them with it. He didn't know how to use it, but he knew how important it was to them.

"Do you expect me to hand this to you?" asked All For One, "I know very little about these stones beyond how much power they potentially possessed. Shigaraki brushed them aside because of his arrogance, but you'll find I am not quite as idiotic."

"You don't need any extra power," Nightmare scolded, "You already have so many abilities."

"But what about power over time? The ability to manipulate the flow of history with only a thought. Tell me, why should I give this power over to you? A whining child who begs for what he lost, yet refuses to chase it."

"You don't know me anymore."

"I know you prefer to run from your problems, just as you ran away from me. I could have hunted you down any time, but I wanted to see how you would fair on your own. I'm impressed that you finally managed to make a man out of yourself these last 5 years, but what about the other problem you continue to run from? The one you refuse to face?"

He looked away, his gaze leaning toward the ground. It was clear that All For One knew quite a bit about his backstory, and was using it against him.  
"If you use that stone, then you don't deserve victory," Mayume said to him.

The insult startled Nightmare, and he nearly felt like smacking her across the head for saying something like _that_ to someone like _him_. Yet, a few seconds pass and nothing happened. All For One hadn't acted out, he hadn't even spoken, he just stared at her with a curious look, asking her to continue with what she was saying.

"Think about it," She continued, "You're trying to beat All Might, just like 5 years ago. Every attack has been about him in some way. You use your abilities to steal other quirks, that's well within your limit of strength. If you use the stone, then it counts as an outside source. That's practically cheating. You want to be better than All Might? To prove you can defeat the Symbol of Peace? No one will care if you cheat your way to the top."

As much as the idea angered him, he found her to be right. The stones, as much as they were powerful, also operated as a crutch. It would be too easy for him. The point of defeating All Might was to show people that he struggles before the end. If there's no struggle, if it's too easy, no one will react the way he wants to. They may be heart broken, but there would be no hope before his defeat. A city crumbles faster when they had hope before everything ended. The loss of hope is more powerful than a lack of it.

"You make a point, I don't need the stones to defeat All Might," He tilted his head, "So, why do _you_ need them?"

"…my family," She answered honestly, "They died a long time ago …I just want them back."

"You want to control life and death?" He chuckled, "That _is_ nefarious."

"Nefarious?"

"Life and death are not gentle concepts. To wish to manipulate it can only come from a place of darkness. That kind of darkness consumes little girls like yourself, unless of course, you truly are a villain pretending to be a hero. If so, then you have nothing to worry about. If not, I'd abandon this little dream before it consumes you. Consider this a friendly warning."

Like a coin, he flipped the stone upward and toward the pair, from which Nightmare used his speed to catch it before it could hit the ground. Holding it in his hands, he could feel its gentle vibration that made his body shiver. This was only a single stone out of 5 others, yet its power was unreal.

"The stone is yours so long as you remain out of my business. I'm sure you will make sure of that, won't you Night?"

"Yeah …yeah, sure," He agreed, returning to Mayume's side as they observed the stone together.

"It almost seems like destiny that the two of you chase the same goal," All For One stated.

Mayume looked up at him, unsure of what he meant. Her facial expression urged him to elaborate.

"For as long as I can remember working with Nightmare, he always talked about the same thing; reclaiming the family he once lost. Much like you, his family died a long time ago."

Nightmare snapped out of his trance and pocketed the stone, grabbing Mayume tightly by the wrist. There were no words to depict what he was thinking, or why he suddenly wanted to leave so badly. They had what they wanted, yet it seemed like more than just wanted distance between them and the villain. She tried to ask him what was wrong, but he refused to speak any words as they made their way for the door. He was rushing, desperate, and the only reason he wasn't speeding away is because his 15 seconds weren't up yet.

"You can't keep running from it," All For One called out, "You continue to avoid facing your family, perhaps out of shame. Perhaps your new friend can talk you into facing her again."

"What does he mean?" She asked him, but got no answer from the masked man.

All For One grinned, a hand held to his chin, "I do hope we meet again, Koji Aihara."

She came to a complete stop, her feet planted in the ground and Nightmare recoiled from the resistance. He tried tugging her wrist, but stopped when he saw the look of shock on her face. It was only now he registered what his former boss had said, and the color flushed from his face hidden by metal.  
She only knew one person by that name, and that person had been gone a very long time. Yet, as the name had been uttered, everything seemed to click into place. The police had never found a body or Koji, only her parents. Nightmare, like herself, lost his family at a young age. She didn't want to put the puzzle pieces together, but they had spilled on the table and made the image they were designed for.

She couldn't even bring herself to blink.

"Send us back …" Said Nightmare, feeling just as panicked as she was, "Send us back already!"

"No!" Mayume shouted, "How long ago did he come to work for you? How long?!"

All For Ones smile faded, answering her with a stern "14 years ago."

That was what sealed it. The dates lined up perfectly, too perfectly for it all to be a coincidence.

Mayume wanted to question him more, but the black mist returned to their feet and sucked them in. Like before, everything had gone completely numb of all sound and feeling, dropping them back into that warehouse. Mayume had landed directly on one of the Nomu pods, startled by the massive creature inside. It didn't help that she was already on edge.

She looked around and found Nightmare had already used his speed to reach the exit before she could, and he scurried out the door. In a panic, she chased after him while calling out his name, the name she hadn't often spoken aloud since the incident.

When she made it out the door, she expected him to have been running still, trying to get away from her as quickly as he could. Instead, he was standing there with his shoulders tensed up and his gaze pointed to the ground he stood upon. Had he given up? Exhausted his routes of escape after using up his speed again?

"…I wanted to confront you for so long," He whispered.

"…Just tell me the truth," She begged, "Is it you?"

He had nowhere to go. Finally, it was time to face her.

Slowly, he lifted his hands up to his helmet and clicked the buttons on the side, releasing a puff of steam from the sides. The helmet came right off as he held it to his waist, turning slowly like peeling off a Band-Aid. His skin was lighter than hers but not by much, sporting hair that was a mix of brown and blonde. Across his face were massive scars, faded but still present. Some were slashes, others hint at something once being stuck there. The most notable of them was a scar that trailed from his eye downward, almost recreating a tear streak.

Beyond that, he looked so much like their father.

"…Koji …" She muttered, "You're alive …"


	43. The Face of Nightmares

_14 Years Ago_

"Ok, Koji, you're next," Ena said, pushing her son into the vehicle.

Mayume had just stood up straight when she saw him.

The villain had jumped into the air, ready to pounce on the pile of vehicles. Ena saw it coming and panicked, shouting at her to run away. Too afraid to object, Mayume bolted in the other direction, still looking back. The villain landed on the cars and crashed right through.

In seeing the villain coming, Koji tried to crawl out of the vehicle. He had just officially exited when the villain came crashing down, causing a massive explosion. The fire and debris struck Koji and his family powerfully, sending them flying into the distance. The villain, unaware of what he had done, cheered into the sky with great joy. The villain seemingly looked to be forged out of mountain rocks, completely immovable.

Physically, not emotionally.

He looked to his right and saw the family that was struck down by his attack; A mother, a father, and two boys. This was very bad, he promised All For One that he would only cause damage, and that he wouldn't kill too many people, especially not children. In a panic, he rushed over to see if any of them were still alive. The mother and father were pierced by debris, dead before they hit the ground. One of the boys had also been impaled, but it was the impact of the ground to his head that killed him.

The other boy, however, was still breathing.

He was bleeding all over, cuts on his face with small pieces of debris stuck in it. Despite the cuts and burns, he was still alive, if just barely. It was relieving, but not by much; All For One will still be angry with him for stepping outside the guidelines. If the boy survived, it would only dampen his anger. It was better than nothing as a hero arrived at the scene, sporting a flashy costume with their hands on their hips. Now was the best time to flee, before the hero ended up arresting him.

Picking the boy up, the villain held his body close and super-jumped away from the scene just as the paramedics arrived.

…

Koji's body was dropped onto a table by the rock-based villain, and All For One looked over him. The head villain looked young, yet strong, dressed in a nice suit that looked like it had been to the cleaners that morning. Despite the polite tone he was showing on the outside, he was not very happy. The attack was meant to draw out the current holder of the quirk One For All in one of his attempts to rid himself of the line of heroes. Instead, the one he sent to cause trouble had done more than he was supposed to. It wasn't too much of a bother, but he preferred to stick to the plan. Any time a plan changes, everything eventually goes wrong.

It didn't take long for All For One to get some doctors in to treat the boy. The rock villain didn't have to bring him here, he could have just left him. However, now he was here, so he was his problem.

"Why did you bring the child _here_?" All For One asked.

"I thought you might me mad," Said the rock villain, "I know ya' didn't want me killin' nobody, so I thought I'd bring 'em here. I couldn't exactly go to da' hospital with _my_ face."

"Were there other casualties?"

"…Yeah, his whole family."

All For One frowned, and it was never good when he showed visible disappointment, "Then your act of sentiment is pointless. It's one thing when a villain robs a bank or causes destruction, because dozens of villains do that every day. However, it's something else when that villain _kills_ someone."

"It …is?" He asked, genuine fear building up in his core.

"I don't care that you killed someone, I care that _you_ killed someone _today_. You were only meant to draw out the holder of One For All and lead them into a trap. Now, you've screwed yourself over. By killing someone, the news will brand your face a murderer. So much as going out there will make you a target, one that may lead them straight back to me."

"I-I'll be more careful!"

"I know you will, because you're fired."

The rock villain begged for mercy, backing away as All For One came closer to him. Despite his strength and durability, he felt it was nothing against what this monster was capable of. There was no where to run, no where to hide as All For One grabbed him by the head. The inferior villain started screaming in torment, attempting to pull the hand off his head with no success. Rocks from his body began to fall off, breaking into rubble as they crashed against the ground. Finally, all that remained was the man underneath, helpless and broken.

All For One tossed the now quirkless man aside, letting him drool on the floor with what little of himself he had left.

"I cannot tolerate loose ends, not if they blur the path to my goal," He rubbed his hand, feeling the power of the mans quirk returned to his body.

Now, there was still one problem to deal with.

The boy, the one the villain had brought back here. His doctors were currently working on treating him, but what happens after that? Because of this whole mess, he had to lose one of his workers. He could just pick up any old joe off the street, but _just anyone_ could fail him like this last disappointment. The plan to draw out the holder of One For All and finally end the line of heroes had failed miserably. Now he would have to hide for a while again to ensure no one traces the mess back to him.

The doctors called out to him, saying "The boy is starting to wake up" and asking what they should do. Leaving this to others resulted in this mess; from this point, this was his responsibility.

When All For One entered the room where Koji was kept, he was rather amused by what he saw. Despite his many injuries, Koji was jumping around to avoid the doctors. Even though he was young, he knew that this wasn't a hospital. The doctors tried to grab him, but he would slip under their legs or dodge them as they ran into the walls and equipment. At one point, he grabbed a tray of supplies, dumped them, and swung it into their faces.

This child was a fighter, and he liked fighters.

Another thing he noticed it that the boy wasn't using any quirks or abilities. Even those with the weakest ability try to use them when in a dangerous situation. No, this boy was quirkless, yet he was a strong fighter despite that. He often knew quirkless beings to have weak wills, but this kid was proof of the opposite. It pinched at his intrigue.

"Enough," All For One calmly commanded, stopping everyone in the room, including Koji who had been out of breath, "You're a stubborn one, aren't you?"

Koji's face and body were covered in bandages, stained from the blood of his wounds. All he knows is that he woke up in a strange, dark place surrounded by people poking things at him on a table. How was he supposed to trust these people when they refused to tell him what was going on?  
"What's your name?" asked All For One.

"…Koji," He answered quietly, "…where's my family?"

"Oh, my dear boy," He kneeled down to head level with him, "I'm afraid you're the only one who made it."

Trauma; that's the only word Koji could use to express what he was feeling. There wasn't just sadness, or anger, or remorse. It was a combination of all those feelings, clashing against each other and blending like paint in a cup of water. The color became grey, and he became numb with confusion and disbelief. His chest was aching, unable to comprehend what this strange man was saying to him. It came to the point where rather than just crying.

In a fit of rage, Koji launched himself at All For One with his limbs flying in every direction. The doctors managed to catch him mid air and hold him back, but All For One didn't even flinch. He just stared at the boy curiously. He was brave, even when faced with grief, and his anger was a source of strength rather than weakness. It wasn't the boy's pain All For One cared about, rather how he could _use_ that pain. He was down a worker, after all, and this child had nowhere to go now.

"I know you must be upset," Said All For One, before looking up at the doctors, "Lock him up, give him time to cool off."

The doctors quickly dragged Koji away and tossed him in the first empty room they could find. The door locked behind him just as he tried to twist the handle. He yanked repeatedly but it didn't budge. Despite this, he kicked and punched the door with such rage, you'd confuse him for a wild animal, all while crying tears of torment. He must have continued like this for 20 minutes on and off before he finally wore himself out, stumbling over to one corner of the room and curling into a ball. All his pain had compressed now into the shape he created, weighing on his chest and keeping him pinned to the floor.

They can't be dead, he thought, they just can't be.

…

Denial, anger, bargaining, depressing, these were four of the five stages of grief, and Koji experienced them all in isolation. It must have been days, almost a week since All For One locked him in that room. Whenever he went to sleep, the doctors would unlock the door and put food in the room. Koji knew at that point that if he was hungry, he would just have to sleep. He had no one to talk to, left alone with nothing but the dangers of his thoughts as he passed through every stage.

Denial and anger; He must have spent at least a day curled into a ball, telling himself there was no way this was real. It was all a lie; they couldn't have been gone. He had finally begun to repair things with his siblings, the universe wouldn't be that cruel to him. There was just no way.

Anger and depression; He raged against the walls and made his knuckles bleed, shouting at the men who put him there. Liars, he said they were. There was no way his family was dead. He was closest to the explosion, and he managed to survive. He hadn't seen anything from them, only knowing what he had been told. Verbal proof just wasn't enough for him, and that started to drive him crazy.

Acceptance finally hit him. He awoke in the room with a newspaper on the ground, depicting the names of his family to be found dead. His mother, father, and brother all died tragically in the attack.  
However, he noticed one name to be missing when the shock finally left him. His sister, Mayume, wasn't found on the list of the dead. In fact, she was on the survivor's interview page.

What upset him was that all of this, their story, didn't even make the front page.

Finally, after over a week in isolation, the door opened for Koji and the light was let inside. All For One was standing there, hands behind his back as he entered with confidence. Koji retreated to the farthest corner of the room, where he left the newspaper he used as a blanket.  
"Have you had enough time to cool down?" All For One asked, "Do we need to keep you in here for another week?"

"…No," Koji said sternly.

"Good," He kneeled down to eye level, yet the top of his face was still hidden in shadow, "How do you feel?"

"I want to go home. I want to see my sister!"

"Let's not talk about that right now; I want to discuss something else," he paused, thinking as he stared at the young boy, "You intrigue me, Koji. You've no quirk, yet you fight harder than most like you."

"Like me?"

"The powerless. Their will is so small, so inferior, but not yours. I can see your potential, your strength."

"So what?!"

All For One stood tall, adjusting the collar of his suit, "I want to bring your potential into fruition. Don't you want the kind of power your sister has? The power that God has denied you out of spite?"

"Just leave me alone!" he cried, "I want my sister!"

All For One sighed in disappointment. Clearly, he hadn't had enough time to come to grips with the tragedy that befell him. To be fair, he was only a child, and death was a considerably new concept to him. He decided there that Koji needed more time to grieve, leaving the boy no time to react as he left and locked the door back up. The man walked away, ignoring the screams and plea's the boy cried out.

Another week goes by, and the same routine played out. He would sleep, and wake to find a plate of food. They never even gave him a blanket and pillow, only a plate of food, once a day and every day. Why was he keeping him here for so long? Why was he here at all? Did he have some kind of use for him? If he did, why lock him up in this room?

Each time All For One visited, he examined the boy's progress. When Koji showed he was still grieving, he would keep him there for another week. For the little boy's mind, he found it to be torture and nothing else. There was truth to that, but it was about more than finding pleasure in torturing an innocent child with isolation. This was about breaking him.

Finally, after four weeks, he was finally ready.

All For One approached the door where he left the boy, honestly curious to his progress. Isolation like this was used in prisons on grown adults, not children. He could only imagine what it had done to his mind. Slowly, he entered the room to see his handy work.

Koji had been sitting crisscross in the corner of the room, facing the wall with his arms on his lap. All he could feel now was this numbness, for it was the only way to cope with the passage of time. He hadn't allowed himself to cry for quite a few days either; it took too much out of him, so he numbed his feelings every time he came close, and it would fade away like it was never there.

This was acceptance, not just of grief, but of pain.

"If you're ready," Said All For One, "Stand up."

There was a moment when Koji questioned whether or not All For One was real when he turned around to look at him. It wouldn't be the first illusion he'd seen while stuck in this room, isolated and afraid. He had seen the image of his family, pushing him to keep fighting, at least on his good days. On his bad days, they urged him to give up and surrender to insanity. Even now, he was still on the fence.

Just as the villain was ready to leave again, Koji quickly stood and faced him. He didn't want to stay in that room anymore; It was the first time he visibly showed fear in some time.

"How do you feel?" All For One asked.

"…powerless," he said blankly.

"And that is nothing new, I assume."

"Yes …"

"…Koji. I saw something in you the first time our eyes met. There's a fire, a rage that must be kindled. One day, you'll come to appreciate the time you spent in this room. You may even come back for nostalgic purposes, because I'm going to mold you into a better version of yourself."

"…Wh-why?"

"Because I see peoples potential, and I make it reality," He held out his hand, grinning to the boy, "I can give you all the power you could ever want. A _quirk_."

That word, something he heard a thousand times by the kids in his class. It was around the time everyone got their quirk, all except for him. It didn't take long for the doctors to crush his dreams, making him watch as all those he cared about gained an advantage over him. Everyone knew those with quirks got more benefits than those who didn't. The idea of receiving a quirk, though, that was unheard of. Yet, every voice that had entered his head these last four weeks were telling him to take his hand. If he didn't, he would just go back into that room, trapped and forced to relive the memory of his family's death.

He had to be strong enough.

He _needed_ to be strong enough.

He couldn't go back into that room!

He _won't_ go back!

Koji didn't think, he didn't hesitate a second longer. The young boys small hand grasped the palm of devils incarnate, and instantly he was filled with this energy, this power he never felt before. Every bone in his body was vibrating, wanting to move all at once and in so many different directions. He couldn't back out now, not with the villain's grip to tight to be released from.

"Don't worry, Koji Aihara," All For One smiled, "The nightmare is almost over."

…

 _8 Years ago_

The night was a mysterious time. It was a time when children slept, and the adults were never more alive. As children, we wish to extend our bedtime. Now as adults, we can't wait to hit the sack. Such wasted potential, exhausting our energy on jobs we don't believe in. What good were you if you didn't contribute to your beliefs?

At least, that's what Koji thought.

The suit he wore was basic, made of stolen S.W.A.T armor and motorcycle gear, painted a dark violet color. The sound of the city hurt his ears, almost missing the days he spent in that isolated room. The lights were too much, and the people were too loud.  
"Look at all these people," Said 'Nightmare', the name Koji adopted for his days in the field, "Wandering around, filling their heads with fear and doubt. All that unnecessary stress caused by the insanity of the world we live in. They could be doing so much more, but fear of the gods around them make them feel worthless."

" _Stay on task,"_ All For One spoke into the device in his ear, " _This little mission is to prove your worth as my asset. Don't screw this up."_

"Or I get the room, I know."

In the time since he was young, his voice had recently grown deeper, puberty only hitting these last two years. It was strange for him; the surge of emotions forced him to feel things he hadn't felt in a very long time. Even now, he struggled while knowing he was trapped under the thumb of a terrible villain, who slowly corrupted him each and every day.

And slowly, he began to just accept it.

On cue, a man in poorly kept cloths exited a grocery store with only a single bag. He was alone, keeping to himself as he hung to the street rather than the alleyways. Koji only knew that this man he was after once worked for All For One, but was let go. His job was to detain and question him, before being told what to do next. He wasn't going to question it; he didn't want to get the room again.

He followed the man by the rooftops, staying hidden within the shadows he came to know so well. They were the blanket he wore when he slept in that isolated room, the only thing to keep him warm and safe. Now, they aided him in his task to prove himself. Only by proving his worth can he convince All For One to finally let him see his sister. She needed to know he was ok, and he missed her.

The parking lot wasn't very populated, so no one saw Nightmare sneak behind vehicles to reach the man as he put the groceries in his trunk. He couldn't see the mans face from where he was, only his height and build. Though he was tall, he was not very fit. His entire vibe told him he likely suffered from depression after a traumatic event. The man was sluggish with his muscles drooped; little effort put into moving them. He would be an easy target.

Using his quirk, he zoomed over and grabbed the man by the head, slamming it into the trunks hood and closing it. His head immediately started bleeding as his vision blurred, unable to resist as Nightmare lifted him up and pinned his body to the back of the car. The man wanted to scream, but was in too much shock to make such a noise.

"Yesterday, the police traced your identity back to being a former villain!" Nightmare stated, "Did you tell them anything about All For One?! Where he is?! Anything?!"

"Wh-what?!" The man exclaimed, still trying to clear his head from the concussion.

"Answer the question!"

"Th-they asked me if I worked for someone, I said-I said-"

Nightmare picked him up and slammed him back down, "Did you tell them you worked for All For One?!"

"Yes!"

All For One listened in, his fingers interlocked. Anyone he releases from his employment risks spoiling all his secrets. Normally, he would never risk letting a former employee live out in the world, but this man was a special case. He allowed him to live for a single purpose, and today, that purpose would finally be fulfilled.

" _Koji,"_ Said All For One, " _Kill him."_

Koji's grip loosened at his order. He wanted him to kill this man? Koji had never killed anyone before though he should have expected this to be a possibility, "Are you sure?"

" _Release your doubt; you know this man already. You met him only six years ago. This is the bane of your existence, the cause of all your pain and suffering. He is the villain who killed your family."_

He couldn't believe that, he _wouldn't_ believe that. All For One could have just been trying to rile him up. Still, the impact of his words made him let go of the man and watch him crumble to his knees, holding his bleeding head. There was no way this was the same man; he was weak and pathetic. The villain he saw was some kind of rock monster.

"You aren't serious…" Nightmare accused.

" _I stripped him of his quirk a very long time ago. He is powerless, pathetic, weak of will. It's just as I told you, those without power often succumb to their own weakness."_

As always, he had an influential grip on Koji, forcing his mind to believe every word he spoke. Still, he needed validation from the only man who could give it, "Six years ago," Nightmare addressed the bleeding man, "Someone with a rock quirk attacked a city street and got a family killed. Was that you?"

The mention of that event rushed memory back into the man, and his eyes filled with fear. It was the only answer that Koji needed to stumble back in shock. The man who ruined his life, who brought him to All For One, he was right in front of him, begging for mercy. Upon realization, the man asked him not to do this, to spare him. There was so much going through Koji's mind that he couldn't keep up with it all. The rage, the torment, the things he went through while trapped in that room.

It was all his fault. The tight grip of the blade.

It was all his _fault!_ A scream of bloods origin.

It was all his fault …the regret of one's self.

The man who ruined his life, who caused all his grief, now laid dead on the ground with his neck sliced open. Nightmares blade dripped with his blood, trailing on the ground as he walked away, looking down at the ground. He was supposed to be feeling bad, to be feeling shame for what he had just done. So why wasn't he? Why did he not feel bad?

Why did he like it?

…

He had returned to his so-called home with All For One and stood straight like a soldier. That's what he was to him, what everyone was to him. They were soldiers, and he provided the weapons and means to carry out his bidding. Some enjoyed it, others had no choice. Anyone he gave a quirk to became slaves pf his will, whether they realized it or not.

"How do you feel, Koji?" Asked All For One.

"Did you know he was the man who killed my family?" Koji's voice was cracking in a desperate attempt to remain monotone and controlled.

"Yes. This has been the plan since I first locked you in that room six years ago. I knew that to prove you were ready, you needed to eliminate the bane of your existence. So, I kept him alive until this day finally came."

"What do you mean 'ready'?"

"You're finally one of us, Koji, a true villain. You made the choice not just to kill him, but to do so with rage and a thirst for blood. I crafted you into one of the most dangerous men in this city, helped you reach the potential I saw so many years ago."

"I don't care about that!" Koji broke his monotone, "You said after I did this that I could go and see my sister!"

"Yes …I did, didn't I? Very well, you may go."

That was easier than he expected. He assumed there would be an argument, a denial of what he was promised. Instead, All For One made no move to make him stay, simply pointing to the door that lead out of the building. Something about it was odd, though. He was being polite, yet sinister. "What's the catch?"

"Just tell me what she thinks of you when you see her."

"What do you mean?"

"Koji, you're a _killer_ , now," All For One began to slowly circle him, "Villains are what took away your family, and now you have become the very thing you hate. Taking a life and giving in to rage is not something you can simply take back. Everything you once were is gone now, only leaving the nightmare version of yourself that you created. I'm simply curious what she will think of the new you."

He realized now that he _had_ changed. Killing him didn't take much hesitation. Even before knowing who the man was, his doubt wasn't a case of corrupting his morals. Over these last six years, he had gone through torment, both physical and mental. His rage that he had as a child had only been fueled into violent outburst. He had become everything he hated, everything _she_ hated.

"If, however, you are confident that she will accept you," All For One said as he walked away, "Go right ahead."

The next day, Koji had put on a hood and gone out into the city where her sister was living. He had always kept tabs on her, especially through social media. Mayume had been attending U.A High School for upcoming Pro heroes. It made sense she would go in this direction, especially after what had happened with their family. Finally, though, he could see her in person rather than as images online. Koji waited outside the school, standing on the other side of the street as he waited.

And finally, there she was.

She walked out with some of her friends, dressed in her school uniform; a nice collar shirt with a tie, a skirt and knee-high socks. She let her hair grow out a little bit, reaching further down her back. Seeing her with his own eyes, he smiled as the aching in his chest had begun. He was nervous; it had been so long since he had seen his sister, what was he even suppose to say? How would he break it to her?

As she walked on the sidewalk with her friends, he trailed behind with his hands in his pockets. Eventually, she would have to split off from her companions as she made her way home. Once she did, that would be his chance to talk to her, as long as he wasn't spotted by them prior.

"You ok, Mayume?" One of the girls walking with her asked, "You seem a little down."

"I'm fine, it's just …" She sighed, "Some stuff I found out."

"You can talk to us," Said the boy to the other side.

"I know, I know …ok. You know how …how my family was killed by a villain?"

Koji's expression turned to concern now, listening in rather than just following.

"The police station called and told me they finally found the guy, but he was …they say he was murdered."

"Oh, geez," Said the boy, feeling a form of disgust, "Do they know who did it?"

"No. They wouldn't tell me how it happened, only that it was gruesome."

The girl tried to divert the vibe by asking "How do you feel about it?"

This was the part Koji needed to hear, knowing that whatever she was feeling was his own doing.

"I guess …" Mayume paused, "I'm upset. I mean, I'm glad that he won't hurt anyone anymore, but I never wanted him to die. I just wanted him to face some sort of justice, repent for what he did. I don't know who killed him or why, but I don't know if it was worth it either way."

Koji stopped following them and just stood on the sidewalk, watching them turn a corner and continue on until they vanished from his sight. He was crying now, the tears hidden by his hood. All For One was right, even if he didn't want to admit it. He killed that man in the most painful way he could think of at the time, wanting him to suffer for everything he took. That rage overtook him instantly, and he welcomed it into his heart. Mayume spoke of the murderer with disappointment; she would never want to see him as he was, not now.

Who he used to be was gone forever.

…

 _Present Day_

Mayume stood there, listening to Koji's story as he relayed what happened leading up to this day. All while he spoke, she was holding back her tears of shock from the mere fact that he was even standing there, talking to her. Had she known he was alive all of this time, she would have gone looking for him. He was alone all this time, scared and angry, unable to go to her for help. She could have been there for him; she _should_ have been there for him.

And he thought she wouldn't want to.

"So …you killed that man? The one who took our family away?" She asked, still on the fence for how she feels about it.

"I did …I killed him," He admitted, "Sliced his neck right open and watched him bleed before just walking away. After All For One's battle with All Might, I assumed he was dead and took the chance to run away from his operations. Even though I was on my own …I could never go back to my old life," he looked at his hands, shaking from fear, "All For One, he …he kindled the anger inside me into something horrible. I couldn't change who I was, the killer I became. I offered my services to anyone who paid because I was angry all the time, and he taught me that killing was the only way to relieve that anger."

In all the ways she imagined her brother being when they were young, this was not one of them. He was so full of rage and pain that he wasn't in any way the person he used to be. Then again, it also made sense. Koji would be angry as a kid, and even picked a fight with her once. If those attributes were fueled by someone like All For One, this is exactly who he would become.

"Why now?" She asked, "Why come to me now?"

"… I heard from my old contacts in All For Ones business about the stones, and when I heard of Lumina, I knew it had to be you. No one else has a light quirk like yours. I want to start over, like you. If these stones do what people say they can, then I want in on that, to hit reset on everything that went wrong with our lives."

She wanted more than anything to believe what he was saying, but the shock was still getting to her. She knew very well this could have all been a big trap set for her by the League, revenge for not holding up her end of the bargain. Then again, her heart was telling her that this was real, and really needed to believe it. She needed this, so much so that the stones became a second thought.

With tears erupting from her eyes, she rushed over and hugged him. Her arms wrapped around his neck and kept him close, her head resting on his shoulder as her tears fell from her face and onto her back. "I can't believe it's really you!"

He wasn't sure whether to hug her back or not. Affection like this wasn't something he had received for the longest time, especially not from All For One. What was he suppose to do? How was he supposed to react? It had been so long that he honestly didn't remember the right response. All he knew how to do was smile, and just enjoy the fact that he finally got what he wanted.

He got his sister back.

Unknown to the siblings, a figure stood on the roof of the warehouse and watched them closely. All For One, wearing a strange type of mask, stood there with his teleporting companion, Kurogiri. All For Ones hands were latched by their fingers behind his back, staring at them with a smile under his mask.  
"Why did you give him the stone?" Asked Kurogiri, "We could have used it's power to kill All Might."

"We could have, yes," All For One refused to make eye contact with him, "But I'm curious; what happens when you give a gun to a wild animal? Will he learn to wield it, or squander the opportunity?"

"I'm sorry?"

"Give a caveman fire, he will either evolve, or die. Koji has the potential to do great things, and that stone is the best motivation. Should he squander it, then that's that."

"You seem to have faith, then."

"In my hard work, yes, and Koji Aihara is some of my finest."

…

The two traded one warehouse for another. Mayume's hidden home hadn't been quite the same since the passing of Quinten Beck. It was him that aided in the many decorations that made it feel like a proper home. Coming back in, she would always look to the couch that stood in front of the TV, where Beck would always watch the news and learn more about their world. Without him, things just hadn't been right.

Mayume came in first, her brother following behind with his mask still in his hands. The first thing he chose to take notice of wasn't the furniture, or the size of the room, it was the infinity gauntlet sitting on one of the far tables. None of the stones were placed inside, likely being kept somewhere else for safe keeping.

Otto stepped away from his work bench and approached the pair with an aggressive greeting vibe, one muscle movement away from summoning his deadly arms, "Who the hell did you bring in here?!" He asked.

"Otto, it's ok," She tried to ease his nerves, "This is …this is my brother, Koji."

"Koji? You said he was dead!"

His aggression surprised her, but she had gotten used to it despite that. Ever since Beck's death, he had been aggressive and hostile in almost every encounter, "I thought so too, but he's been alive all this time! He wants to help!"

"No," Otto sternly pointed at her, "Get him out of here."

"Excuse me, that isn't your call to make."

"This isn't an argument, get him out. I will not spread out my trust to any strangers."

He had been acting this way for some time; assuming charge over every situation rather than asking for her opinion. What started as a good man with good intentions became cold and cruel to her. "Otto, I just got my brother back, and he helped me find the time stone. I want him to help us finish what I started."

"What _you_ started was a mess. I'm the one that's kept it all together. I make the plans, I supply the tech, I am the one who is finishing this."

There it was, that ego of his. A side of himself he had done so well to suppress until Beck's passing. Now, he embraced it, and she hated every second of his presence because of that. Perhaps she refused to fight him on everything else, but this was just too important, "He's my brother, Octavius. Koji is staying, and he's going to help, so if you have a problem with that, you can pack your stuff and go."

Her sternness was surprising, a form of authority she hadn't shown in a while. Still, that didn't mean he was just going to go and respect her on a dime. "Fine, he can stay for now."

She wanted to shout at him, but he returned to his work immediately after finishing his sentence. Otto wanted nothing to do with Koji, or any of Mayume's feelings. She missed the man that she felt confident talking to, even occasionally flirting with. Now, he was no longer that same man. Perhaps he never would be.

"What now?" Asked Koji.

"Now," She breathed in deep, letting it out slowly, "We find Peter, and get the other stones from him. Then, we can bring our family back."

…

The Midoryia household entered another quiet evening. The three had just finished dinner, and Inko had settled down on the couch with May. The two women had grown rather close these last few weeks, as they spent quite a lot of time together around the house. It was nice to have someone else around to help out other than Izuku. May herself was also experienced with raising a child, especially all by herself. Having someone to talk to about this was comforting.

Inko had control of the remote tonight, scrolling through the many channels. Normally, she would watch the news channel or something on criminal dramas. Lately, it had more often been the latter. The news loves controversy, and nothing has been more controversial recently than Peter. Reporters from every station have spun the story so differently, people are starting to think Spider-Mans existence is all some stunt or rumor people can't get right. Most times, they see him as a villain who attacked Pro Heroes; a U.A student gone rogue. If News outlets love anything, it's diminishing reputations with blatant accusations.

She tried her best to avoid the news channel whenever possible to spare May some pain, but sometimes it was May who wanted to watch such programs. Who could blame her? She wanted to see how Peter was doing.

"Every station here is just like the Bugle," May said as they watched the news, "Back home, the Daily Bugle was a news organization, and they skyrocketed their whole reputation by fueling hatred for Spider-Man. They always pinned everything on him, especially that J. Jonah Jameson. No matter what was going on in the city, somehow it was Spider-Mans fault."

"Everything?" Inko questioned.

"Jameson always found some way to pin it on him, even things he had nothing to do with. The worst part is that everyone believed it. People will believe anything these days."

Inko had to agree with her; with how often people use social media, it's hard not to spot the first sign of proof and clutch to it with a death grip. "Why do you think people are like that? Why are they so keen to believe the first thing they see?"

May paused, taking a moment to consider this. What was it about easy truth that everyone loved so much? Was it really _just_ because it was easy? No, there was more to it, something to do with "…stability. Everyone wants to make sense of our world somehow, because it's just so …bizarre. If we were to really to look at every little nook and corner, we'd probably go insane from overflow."

"You think we can't handle our world?"

"Not one bit."

They continued watching the news, and it finally stopped talking about Peter and moved on to its other favorite subject; All Might, and how other heroes can't compare to him. Taking her words about stability into account, Inko began to see what she meant. The news finds comfort in controversy, and also in All Might. They talked about him none stop and made others seem inferior. They loved to spin the truth and make it reality. Why? Were they scared of the reality they live in? Why did they want it to change so badly?

Then again, maybe she was no different.

As much as she tried to support Izuku, she really hated how much danger he was always in. If he wasn't so passionate, she'd honestly consider pulling him out of that school and keeping him home, letting him take a safer route in life. She wanted to control her reality and change the people in it, even if it hurt them, all so she could feel better. She was guilty of these things even though she wouldn't admit it. Was everyone else the same way?

"May …" Inko kept her hands on her lap, looking down at her feet, "When you found out that Peter was Spider-Man, doing all these dangerous things, did you want him to stop?"

May turned her attention away from the television, confused but happy to answer, "Absolutely. I was worried enough when it was just wrestling matches, but then he started fighting crime as a vigilante! Sometimes, I would lay awake at night thinking tomorrow would be the day I lose him. Every time he got his bags and left for school, I wanted to stop him and keep him inside because I knew he had that costume under his clothes."

"So …why didn't you ever stop him?"

"It wasn't my choice. Being Spider-Man made him into a better person. If I took away that side of him, I'd take away what makes him so amazing. Peter is Spider-Man, and I can't change that even if I took away that silly costume. All I'd be doing is making him suffer."

"Yes …but what if he gets hurt? Isn't it …isn't it worth the price if he lives?"

It was clear this was no longer about Peter. As much as Inko cared for him, it was her own son that caused her such grief, "That's not up to us to decide."

"What if it is?!" Inko exclaimed, regretting it but not recoiling, "I don't want my little Izuku going out there and getting himself killed! Why can't someone else do it?!"

May wanted to say something that might ease her, but found the words lost in her throat. A weight formed in her chest as she put a hand to it, feeling the pain rise up from inside of her. Her heart sped up, feeling the thumping throughout her entire body.

"There are so many heroes out there!" Inko continued, "I just don't understand why Izuku has to join them! That school; it's constantly putting him in harms way! How can I keep allowing that to happen?!"

Inko stopped when she saw how much stress May was under. She had begun to sweat, raining from her forehead down to her chin, and red all over. It looked as though she was about to puke. May held up a hand to ensure she was ok, and stood up straight to adjust her cloths, "I'm getting some water," She said before turning to walk toward the kitchen.

Suddenly, May fell forward and collapsed on the floor, making a loud thud as she hit the ground. Her limbs sprawled out on the carpet as Inko rushed to her side with a rush of panic swooping over her. She tried calling for May, but the elderly woman was out cold. A pulse check; it was still beating, but terribly fast. Inko called for Izuku, who came rushing into the room.

"Mom! What happened?!" Asked Izuku.

"Get the phone!" She begged her son, "Call for help!"


	44. A Hero's Guilt

All Might clutched his phone tightly, reading the messages popping up quickly on the screen. He had been getting constant messages from Naomasa and the chief regularly since he chose to take on Peter's case, updating him on the progress of finding the masked criminal. The chief was more than happy All Might was on the case, but Naomasa was different. It's not as though he wanted to hunt Peter, in fact, he wished he could drop the whole thing. However, the chief and the public want it done, so it's not something he can ignore. It's his duty, something All Might unfortunately understands.

Naomasa would never admit it, but he didn't mind vigilantes. If they were able to help out, he never wished to fight them. The public or even the chief, however, can demand something to be done. Once it goes public, they have no choice but to act. It was unfair, but it was also the law, two terms that are often put together. All Might knew this, but he never pressed the subject.

Below their names on the phone as the most recent was Izuku Midoriya. Lately, he couldn't look at that name without feeling some kind of guilt. How was he supposed to tell him that he was going to hunt his former classmate? Knowing how close they were, it's hard not to imagine he would be devastated, maybe even angry with him.

Despite this, it was a conversation that needed to happen.

The Midoriya complex came into view quickly, and he prepared himself with a deep breath. He couldn't go through with finding Peter until Izuku was aware of it. He's kept many secrets from him in the past, especially about One for All. Even though Izuku had come to slowly know each of these secrets, that didn't excuse All Might having a new one. Whether he approved or not, this was just something that he needed to tell him. He only wished that it wouldn't harm their relationship from which they have worked so hard to build.

What came into view soon after was the blinking red lights of a large vehicle, along with a few sirens to ward off oncoming traffic. The vehicle was an ambulance truck, the doors in the back opening to allow a pair of medics to haul out a gurney. All Might's thoughts raced faster than his own feet, assuming the worst had come to pass. Had Izuku hurt himself? Was he attacked? Is anyone injured? He wanted to get closer, but the medics hadn't allowed him through.

Rather than finding someone to be dead, he found May Parker being carried out on a gurney, an oxygen mask over her face. She was lifted into the ambulance truck with Izuku and Inko at her side when the young hero took notice of his teacher.

As All Might had asked what happened, Izuku responded quickly by saying "May just collapsed on the floor! W-we don't know what happened!" The boy was panicking, crying as he was known to do. The event had been so sudden for him that he was still recovering from the shock. All he knew was being in his room studying for the exam when his mother started to shout. Was it a heart attack? A stroke? Neither of them was sure.

He wanted to join his student in the ambulance truck, but the medics wouldn't let him through. Instead, he was forced to watch as Izuku and his mother climbed into the truck with May and drive away, the alarms wailing into the distance. The street became empty rather fast, leaving only the pro hero to hold the memory of what happened.

He had come here with a purpose, one which he had completely forgotten at the moment. It was like the universe was trying to stop him from hurting his successor. What was he supposed to do now? How could he possibly break the news to him when he was already dealing with a crisis of his own? Now his confession felt selfish and wrong.

No, this was no longer the time.

His phone rang once again, the call coming from detective Naomasa. The poor Pro wasn't even allowed a few moments to cope and process the new information. Now was not the time to be bombarded with commands to hunt his former student, not when Izuku needed him most. Still, he felt he had no choice but to answer, using a depressing "Hello?"

" _All Might, I've been trying to contact you. Are you busy?"_ said Naomasa.

"Sorry, I'm just dealing with something."

Naomasa could hear the sound of the ambulance sirens in the distance despite how far away they were. All Might shouldn't have been doing hero work right now, especially with his current condition concerning his quirk, " _What's going on?"_

"Right …poor May Parker had some kind of incident; the ambulance came to pick her up."

" _Is she ok?"_

"I think so, but I'm not sure."

"… _You said May 'Parker' right? Peter Parker's aunt?"_

"Yeah, why?"

The silence worried him. It was clear the detective had come up with some kind of idea, likely concerning the old woman. After that moment of silence, Naomasa put him on hold, saying he needed to "run something by someone".

By the tone of his voice, it couldn't have been good.

…

Izuku stuck by May's side for as long as he could. Panic was stricken all over his face as he watched her struggle to breathe with the oxygen mask. Doctors tried to get him to leave but he resisted, keeping one hand on the gurney while Inko gave up in tears some time back. How could he have let this happen, he thought? He had promised Peter if anything happened to him, he would look after May. Everything was fine until today; how did they not see it coming. There were a few moments of fatigue, but she never showed anything like this. Had she hidden her symptoms?

The doctors finally got Izuku away from the gurney as they hauled May into another room to treat her. He was no longer crying, too in shock while asking himself the same questions over and over. What was he supposed to do now? This was the part of being a hero they never prepared you for; what happens when you fail? What do you do when the enemy isn't a villain, but your own failure to act? If he had paid more attention, maybe he would have seen this coming and gotten her help. If he had only done something sooner.

Inko caught up with him, the same look of worry on her face from which she had passed onto her son. She had been feeling the same kind of guilt, just coming from a different source. She had stressed May out with her thoughts and likely caused whatever happened, she may have just killed her If things go south. Perhaps she should have just stayed quiet and watched the news in peace.

"I'm so sorry, Izuku …" Inko muttered through her tears, "This is all my fault …"

"No," He said sternly, "I should have seen it coming …I promised I'd look after her."

There he went again with the hero's guilt, putting everything on himself rather than share the blame. That isn't the kind of life she wants him to live, always putting himself in harm's way for others. She knew without a doubt he would switch places with May if he could; she would likely with to do the same. The hero's life has plagued her family for so long; torturing Izuku emotionally for years, and now harming them with worry and guilt over Peter. How could any of it be so worth it as to create an entire school around the subject?

How can being a hero be worth all this pain?

By this point, the news had already gotten involved. Reporters from multiple stations crowded outside the hospital trying to get the story. Normally, they wouldn't bother with a simple case like this, but May was _Peter's_ aunt, and he was popular in the news right now. Getting the scoop on her would mean serious attention for their respective news organizations. If not for her connection to Peter, no one would have cared. They often try to go for stories related to heroes and villains rather than something more down to earth; stories like that are reserved for bloggers or small-time magazines.

Two hours in, Izuku and her mother waited in the lobby to hear about her status. He tried to message his friends, but most of them were asleep. They likely wanted to get as much rest as possible after studying so hard for the upcoming exams; they wouldn't have time to deal with his issues. Putting it like that, he actually felt selfish. This was his mess, his failure, he shouldn't burden anyone else with it; No one was answering, anyway.

Except for one.

Ochaco Uraraka answered just a few minutes after he texted her. Even though all he said was 'Hey, are you awake?', she could tell something was up. He wouldn't have texted at this hour unless it was important. Rather than opt only for messaging, she ended up calling him, for which he hesitantly answered.

" _Deku? Is everything ok?"_ She asked with worry weighing on her voice.

"I'm really sorry to message you so late, Uraraka," He sounded depressed, further signaling that there was a problem. It made her heart drop; was he hurt? Had something happened? Her immediate concern was his well-being, holding her breath until he elaborated.

" _Deku, what's wrong?"_

"It's May …she's in the hospital."

" _What?! What happened?! Is she ok?!"_

Her panic only made him feel worse, but he couldn't just hang up, "We don't know yet, she just collapsed in our living room earlier."

There was a lot of pain in his voice, so she realized now that her panic likely wasn't helping. He didn't need someone to solve the problem for him. He wanted someone to comfort him, and tell him everything would be ok. That's all she wanted to do, to make him feel better when he was sad. " _Deku …everything will be ok. Do you want me to come over to you?"_

"No! No, it-it's ok, I don't want to burden you with anything."

" _You aren't a burden to me, though. I can come over if you want me to,"_ She paused, " _Do you want me to?"_

Of course, he did, but it was past midnight now. He'd be taking away her sleep if he allowed her to come here. At the same time, she would only feel worse having to live with what he's told her, and he didn't want to do that to her. "I mean …yeah? I-it would be nice, but I don't want to make you go out into the middle of the night."

" _Well …can I at least stay on the call with you?"_

The two remained on call for the next 30 minutes. Most of it was spent in silence, only hearing the gentle breathing from one another to signal they were still there. They would chat every once in a while, but not about much. There wasn't much they _could_ discuss in the wake of May's hospitalization. Still, that didn't stop her from trying. All she wanted was to help him, and all he needed was someone to be there to keep his mind from escaping him.

After another 15 minutes, a doctor finally approached Izuku and his mother, who stood immediately after seeing them. They hadn't hesitated to ask if May was alright, scanning every inch of the doctor's face to get a sneak peek at the answer.  
"May Parker is doing fine; we stabilized her condition. Right now, we're letting her get some rest, but you can come see her if you want to."

They gasped in relief, including Uraraka who had been listening through the phone, "Thank goodness!" Said Izuku, "I was so worried!"

"You can head to room 616 when you're ready."

Giving the doctor a thankful nod, Izuku returned to the phone with a smile on his face, "May is gonna be ok!"

" _That's good, Deku! I'm glad!"_

"Yeah …thank you for staying with me."

" _Of course. You should go and see May, I'll call you in the morning."_

"Right, thank you for everything Uraraka."

The call finally came to an end, and he put his phone back into his pocket. He wouldn't have gotten through the last hour as well as he did If not for Uraraka. She had always been there for him when he thought he was alone. When no one wanted to partner with him at the sports festival, she was the first to happily volunteer. She was always at his side, no matter what.

Izuku ran ahead of his mother, who trailed behind at half speed, weighed down by her guilt. Would May even want to see her after what happened? She wouldn't have to be here if she hadn't freaked out at her. What if she hates her now for nearly killing her? Everything they've built would come crumbling down because she let herself get too emotional.

That was something she and her son had in common.

Izuku raced up the stairs to the sixth floor, counting the rooms one by one. The smile on his face only grew bigger when he saw the label for room 616 in the distance. However, that happy feeling shrunk when he noticed two people standing outside the door. One he immediately recognized as his mentor, All Might, reduced to his weaker state. Since he had seen him outside his home earlier that night, he assumed he was here to check up on May and himself. Come to think of it, he hadn't figured out yet why All Might was at his house in the first place.

Everything changed when he saw the other person.

Speaking with All Might was detective Naomasa, the same man who came and arrested Peter a few weeks earlier at the sports festival. The same man who lead the case against Peter, branding him a criminal. What was he doing here? It couldn't be a coincidence he was here at the same time as All Might. They must have been here for the same purpose. Whatever that purpose was, it scared Izuku before he even met it.

"Hey …" Izuku slowed gradually to a stop just a yard from the duo, his arms drooped to his side, "What are you doing here?"

Normally, All Might would be happy to see young Midoriya, but this was different. Today, he was sad to see him, knowing he wasn't here for a reason he'd like, "Midoriya … Detective Naomasa and I …we're here because-"

"It's not his business," Naomasa said, "I'm sorry, but this is police matters."

"Police matters …" Izuku muttered allowed. Knowing Naomasa's connection to Peter's case, this had to be about him somehow, "If this is about Peter, May has nothing to do with that! You aren't here to arrest her, right?!"

"No! No! Of course not!" Naomasa waved his hands around, "It's not like that at all."

All Might groaned, muttering a curse under his breath as he went to rip the band-aid off the truth, "The police are here for Peter, Midoriya."

"Peter?" He questioned his mentor, "But, Peter isn't here."

"No …not yet, anyway," He paused, his fist clenching, "The police believe that once he hears about what happened, Peter will come and see his aunt here in the hospital."

It made sense, thought Izuku. May meant everything to Peter, and this was going to be all over the news. Knowing how much he cared about people, especially those close to him, he wouldn't just leave them in a hospital bed without visiting. Of course, if the police were here because of that fact, it meant one thing, "You're using May as bait," he realized, looking directly at Naomasa, "How could you …how could you do that?! How could you use an innocent woman as bait to catch a hero?!"

"We won't be doing the catching, that job belongs to All Might."

"All Might …?" He looked to his mentor, who refused to make eye contact with him. That's why they were here, to catch Peter. Naomasa, he understood, but All Might? Peter was his student too, how could he agree to do something like this? There had to be more of a reason than that, there just had to be more too it. Yet, as he looked into All Might's black eyes, he found no evidence of foul play.

"I'm so sorry," All Might said with a ripple in his voice, "I was on my way to tell you earlier. It's not that I see Parker as a villain, really it isn't. The longer he stays out there, the more harm he puts on not only others but also himself. I just want to bring him home so he can go on trial. We don't want him behind bars, but he needs to face what he did. He'll get the best lawyer-"

"He's a hero!" Izuku cried, feeling genuine anger toward his mentor and friend, "He's just trying to do the right thing!"

"So am I, young Midoriya. If he goes on trial, we can try to fight for a house arrest, then possibly parole. We want what's best for him."

"Then leave him alone!"

All Might had never seen Izuku get angry at him like this before. He had always fawned over his strength and reputation. Now, though, he was genuinely angry and disappointed. To see someone who has spent most of their life idolizing you suddenly reject you, that stings worse than the wound on his stomach ever could.

"I don't want to hurt him," All Might reassured, "I just want to help him. Other heroes have already tried; Kamui Woods, Mt. Lady, Miruko, none of them could contain him. If I don't do this, they'll just find other heroes, and they'll likely _try_ and hurt him."

All Might tried to reach out and put a hand on Izuku's shoulder, but the boy pulled away with tears in his eyes. Perhaps Izuku wouldn't have been as upset if he didn't know the truth about Peter. He knew what he was up against and why he needed to be out there. That aside, All Might should have understood better than anyone the burden of being a hero. Couldn't he realize Peter was doing this for a reason? Why did he have to obey his duty?

This was his job; he had almost forgotten.

A piece of him wanted to accuse All Might of doing this only because they offered him a lot of money. He realized, though, that he wasn't that kind of hero. All Might really cared about people, and wouldn't take a job like this unless he felt he needed to. Perhaps he really believed what he was saying, but that didn't make it better.

He understood why, but that didn't mean he had to like it.

Without saying another word, Izuku moved past the hero and detective, opening the door of May's room. All Might tried to say something, but Izuku had no response for him. He wasn't sure whether or not to be angry, so silence was the only option he felt comfortable taking.

"I'm sorry, Toshi," Naomasa said, crossing his arms and looking down at the floor, "He'll eventually understand that this is the right move."

"It's the responsible move," All Might corrected, "That doesn't make it right."

Izuku entered the darkened room that May was placed in. The lights were dimmed as not to hurt her eyes while she slept but left glimmering slightly in case doctors came in to check on her. The lights, dim as they were, were a nice yellow color. It was comforting, giving him a sense of safety, he so desperately needed after that encounter with his mentor. May was laying on the bed in the corner; a small radio device on the table next to her was playing ocean sounds to help her sleep. She seemed fine now, breathing steadily according to the movement of her chest. Whatever happened before seems to have passed, for now.

He grabbed a chair and sat next to May, looking at her face in great detail. She wasn't exactly pale, but despite her calm state, she didn't look well. She seemed so frail, more so than usual. How could he not have seen that something was wrong with her? He promised he'd take care of her and he hadn't done that. He could have caught this and got her the help she needed, but he failed to act. Now, this was his fault.

Some time went by, and he remained there in silence as he watched over May. He was surprised his mother didn't come in to visit, but she must have had her reasons. While he could have left at any time, he felt if he did, then the promise he made would be broken once again. Peter is counting on him, and he can't let him down.

A knock on the door pulled him out of his trance, making him blink repeatedly to regain focus. He didn't need to announce that the door was open, instead watching as the handle was pulled down and pushed in. He expected his mother was finally visiting, or perhaps a doctor. Maybe it was All Might coming in to talk to him about Peter. Instead, however, entering the room was his fellow classmate and friend, Ochaco Uraraka.

She was dressed in her casual clothes, a simple t-shirt, and shorts with sandals on her feet. She had an awkward smile, knowing that Izuku told her she didn't have to show up. Her clothes were wrinkled like she just threw them on before coming here. Had she woken her parents up to drive her Did she end up walking here? It was at least an hour past midnight now; she should have been asleep, yet here she was.

And she was here for _him_.

"Uraraka …" Izuku muttered, "You came?"

"I couldn't stay away," She smiled, approaching him as she looked between him and May, "I don't know _her_ very well, but I know _you_."

"You should be asleep, though. You need to rest for the exams coming up."

She could tell he was troubled, despite how happy he seemed when they last spoke on the phone. It had only been less than an hour since they hung up, did something happen in that time? Had her condition gotten worse? She didn't look too bad to Uraraka, so it must have been something else. "You ok, Deku?"

Asking that question for him was like giving him permission to cry. He did that a lot, but it felt serious this time. Normally he cried from distress, but this was genuine pain he was feeling. It hurt to see the boy she looked up to for strength feeling so weak.

Gently, she put her hands on his shoulders and he remained stationed in the chair. One of her feet balanced on its toe, leaning in on his body. She wasn't here to judge, and he knew that.

"…I should have seen this," Izuku murmured, fighting through the choking grip of his tears, "Before Peter left, he once made me promise to look after May if anything happened to him. Now, something happened to May and I wasn't there to prevent it. I should have paid more attention; that's what a hero is supposed to …I failed the one thing he asked me to do …"

"Oh, Deku … I'm so sorry. I didn't know you were going through this."

"I'm supposed to be a hero," he cried harder, "H-how could I l-let myself fail?!"

Uraraka leaned down and hugged him tightly, running her hand through his hair. His tears rolled onto her shoulder and down her back, but she didn't mind. He was shaking in her grip, trying to find stability in the warmth of her body, "It's not your fault, Deku. You couldn't have known this would happen, and you _did_ look after her. You brought her here, right? You haven't let Parker down. I know you always do your best for others no matter what!"

"…I just want Peter to come home."

"Me too. We're still here, though, and we'll always have each other, right?"

He smiled and looked up at her, "Right …thank you, Uraraka."

They remained in the embrace for some time, enjoying each other's company. It meant a lot to him that she had chosen to come and see him despite being urged not to. He liked her, more than a friend likes another, but he was still too nervous to tell her that. She was cute, sweet, bubbly and fun. Beyond that, she was loyal to her friends and everyone she cared about. When he needed cheering up, she was there for him as she was now.

If only she could accept her feelings as he did.

…

He was close to home now, closer than he had been in quite some time. The wall-crawling hero kept close to the shadows since the Hosu incident, using his stealth suit as much as possible. Because of this, his suit was now out of charge, and he was stuck wearing his regular suit under his clothes. The night was warm since It was getting closer to summer now, and he appreciated not having to freeze while finding a place to sleep every night, whether it be a bench or in a tree.

Peter could be swinging right now, soaring through the sky on strands of webs. Unfortunately, those webs have a limit. He exhausted much of his supply during the Hosu crisis. To make more, he would need materials that he doesn't have access to as a fugitive. A few pellets remained, enough for one or two swinging sessions and a few quick fights, but that was it. Preserving it by operating on foot has helped, but not enough.

If he wanted, he could go and visit May and the Midoriya's right now; it's just a swing and a half away. Thing is, it probably wouldn't be safe with the police after him. It shouldn't be surprising if they had their home under watch. Home; he called it his home. Yes, it's where he slept and ate and studied, but was it his home? It was a place he felt safe, a place he belonged in even if it wasn't originally his own.

Yes, it was his home, and he missed it.

As he walked the streets with his hood up, doing everything he could to hide in plain sight, he saw something that intrigued him. More accurately, he saw someone that he knew. Walking out of a store with an envelope in his hands was the man he knew briefly as Jin Bubaigawara. He hadn't seen him since the attack in Hosu, and had been wondering what happened to him. Jin didn't look hurt, so he must have got out of Hosu unharmed. Being that he helped fight Carnage, he was probably one of the few out here he could talk to without getting arrested.

Entering a speed walk, Peter called out for Jin who seemed to ignore him. It wasn't until Peter grabbed his shoulder than he finally paid attention and realized who it was.

"Parker?" Jin questioned, "The hell are you doing here?"

 _Hey! Our buddy! Fate has reunited us!_ Said the voice in Jin's head.

Peter readjusted his hood before answering, "I was gonna ask you the same thing. What happened to you after Hosu?"

Peter was the last person Jin had expected to see after what happened in Hosu. He didn't see what happened after the building came down, so he simply assumed he was dead. Seeing now that he was here, the voice in his head couldn't shut up about it, screaming 'Friend!' every second. That voice was the leading cause of most of his migraines. "I thought everything was said and done, so I took off. Started thinking you were dead."

"Had a close call, but still breathing," With more people passing by, Peter found he needed to quiet his voice in case he said something someone would hear. This wasn't the best place for them to talk, "You wanna go somewhere else?"

Reunited, the two outcasts made their way through the city together. Neither of them had any money, and the hour was late. The only place serving any food or shelter was the nearby soup kitchen, which was thankfully open 24/7. It was nicer than the one they had met in; it was cleaner, had better food, and a nice radio playing in the corner. The music playing was some upbeat yet slow and sweet piano music. Despite the late hour, there were quite a few people there, but the duo was still able to find a table at the far corner of the dining room for privacy.

Unlike the last place, this soup kitchen had servers who brought food to the people, menu included. After ordering, they sat and waited to see who would speak first.

"So," started Jin, "What happened in Hosu? How did you survive the building collapse?"

"Luck," Answered Peter, "And a little help from the enemy. Managed to stop him though, that's the main thing. How about you? Where did you go?"

"After the building came down, I figured I wasn't needed anymore, so I took off."

There was a sincere lack of confidence when he said that, and Peter easily picked up on it. There wasn't all that much he really knew about Jin, now that he thought about it. He never seemed like the confident type, always putting himself down in solitude. What else could be going on in his head that he couldn't see from the outside?

"Still on your own?" Asked Jin.

"Yeah, still on my own. Haven't had much of a choice."

"We all know what _that_ feels like. Well …except me."

"Why is that?"

Jin almost forgot that he hadn't told Peter much about the voice in his head, much less anything about his quirk. Would he judge him the same way that Kyoka had? True, she didn't have any verbal objections, but her body language told him she didn't feel safe around someone like him. Could he really take the risk and allow someone else to judge him for something out of his control?

 _Come on! Just give it a try!_ Said the voice, _Peter's gotta be different! Outcasts stick together!_

"…Yeah, maybe you're right," Jin nodded.

"Right about what?" Peter tilted his head in confusion.

"Not you," Jin put a finger to his temple, tapping it a few times, "Him. I have this …voice in my head, thanks to an accident _I_ caused. My quirk lets me make copies of things or people. I let all my clones do my work until they rebelled and scarred me. The trauma caused …him."

Peter absorbed the information, understanding it was probably taking a lot of strength to tell him this. Talking about your own mental health issues is difficult, especially in today's society, in _any_ world.

"Sometimes I worry I'll split again, so I put on a mask to make me feel whole. That's why I went by 'Twice' in Hosu," he rubbed his face in aggravation, "It's why I'm on the street, kid. I can't hold down a job with my condition; Drives me to nearly split. Nobody trusts a guy like me, who can blame 'em?"

People with mental health issues often got rejected in society. It was terrible, but it was simply the truth. A lot of people believed if you had a mental health issue that you were dangerous in some way, or belonged in an asylum. This wasn't true of everyone, not to that degree anyway, but many felt uncomfortable around people like that and possessed a form of prejudice toward them. As a result, it was hard for them to find jobs.

"I'm sorry, Jin," Peter apologized, "I know that must be tough. The world isn't as forgiven for someone who's different."

 _Tell him about our plan! Don't make him all sad and wimpy! Don't you dare!_

"It's not all bad," Jin spat out due to the influence of the voice, "There are these people …a group of outcasts, you may say. I've decided to try joining them, find a place where I actually belong. Suppose to be meeting them soon. Part of me is having doubts though …it feels pretty risky."

"Jin, if you feel like you've found a place you belong, you deserve to seek it out. Everyone needs something like that, a sense of purpose and belonging. If you think this group provides some sort of support system for you, I say give it a shot."

It was to know Peter supported him, but he didn't know the full story. He didn't know what this group was all about, their purpose, why they formed, what they want to do. It seemed risky to take that path, but it's the only one that seems to make sense. Besides, maybe Peter is right; he deserves to have a sense of belonging, wherever it may be.

"Yeah …maybe you're right, kid," Jin smiled, "Thanks. You're pretty mature for your age, you know that?"

"Experience is a great teacher. Then again, so was Mr. Miyagi."

The joke flew right over his head, but Peter didn't really mind, nor did he take notice. His eyes were fixed on the television playing in the upper corner of the room. A late-night newscast had been playing with breaking news from back home. The second it concerned that city, he tuned in to see what happened. His heart dropped when he saw the camera fixate itself on a place he recognized; The Midoriya complex.

" _The victim has been identified as May Parker, the aunt and sole family of the recently outed U.A student-turned villain known as Peter Benjamin Parker, A.K.A Spider-Man,"_ Said the newswoman, " _Mrs. Parker seemed to have had some sort of accident in her home and collapsed to the floor in critical condition. She was rushed to the hospital after a speedy call from one of the residents of the house she was staying in. They had no comment to make on what transpired, but local residents discuss what they think of the incident."_

 _"The poor woman!"_ A man said into the camera, interviewed by the reporter, " _She has nothing to do with her nephew's crimes, yet the universe is punishing her!"_

 _"How do we know she's not exactly like her nephew? Or maybe he sabotaged her! We don't know the story!"_ Said another.

Jin looked between Peter and the Tv, worried about how focused the kid's eyes were. It looked as though his entire world just shattered like a mirror in a rockslide. He was shaking rapidly, trying to control his finger movement but failed miserably.

"…I have to go," Said Peter, "I'm so sorry, I-"

"I get it, kid," Said Jin, "Family is important. Go be with her."

A quick thank you, and Peter rushed out of his chair and zoomed past the waiters, just as they had finally delivered their food to the table. Now, there were two plates of food; despite their being only one body to consume, at least he wouldn't be eating alone.

…

The hospital was lit up by the moonlight, casting a shadow behind it as long as a football field. It was cold, the only warmth coming from either the light of the sun or gas from a car exhaust pipe. Doctors were moving in and out of the hospital, changing their shifts for the next few hours. They went off to their homes so they could sleep the day away and prepare for the next night shift. They preferred this, despite the reversal of their sleep schedules. It was quieter at night, easier to handle unless there was a specific occasion.

Izuku, Inko, and Uraraka were asked to leave some time in the night. Since the event happened so late, they were allowed to stay until all the records were written for May's hospitalization. Once that was done, visiting was no longer allowed until morning. It had meant a lot to Izuku that Uraraka stayed for as long as she did before she returned home, further reinforcing those hidden feelings he has for her. Having her there helped him cope with his guilt over May, and get his mind off of All Might.

It was hard for him to sleep through the night knowing what was going to happen. Peter would definitely be going to the hospital to check on May, which means All Might will be waiting for him when he gets there. As strong as he believes Peter to be, All Might was the symbol of Peace, and a holder of One for All. His speed and strength were unrivaled by anyone. Then again, he was slowly growing weaker because of his injury, so Peter could potentially hurt him. If that was the case, how far would Peter go to defend himself?

No matter who wins, it doesn't end well.

Sitting up, Izuku clenched his blankets with faint tears in his eyes. He couldn't just sit here while his friend gets arrested for trying to help people, but what was he supposed to do? If All Might saw him, he'd know exactly why he was there; trying to stop him from taking Peter down. If he did nothing, Peter would be forced to face All Might and he would have no choice but to fight.

He couldn't fail to act; Peter wouldn't.

His mind made up, Izuku dressed up in his white shirt and hoodie and moved to the window. There were only a few hours until daylight, and the night was already lighting up with a blue tint. Opening the window, he activated his Full Cowling and jumped out, landing on the roof further down from him. He needed to stake out the hospital until Peter arrived, and stop him from making a mistake.

…

A lot of webbing was being used up by swinging this fast, but he didn't care. Even if it used the last of his supply, he needed to reach Aunt May as soon as possible. By using his momentum to fling himself farther, he could make a distance of two or three swings for the price of one. Often had he treaded around the city, but never actually let himself come back. It was the first place they'd think to look for him, and the last place he expected to be. Sneaking around would be more difficult since his stealth suit was still depleted of energy, so he wore his classic suit under his clothes as a substitute.

"Please be ok," he said to himself over and over, almost once per swing. He had lost so much already; his parents in a plane crash, his uncle in a mugging; both of which he felt were his own fault in some way. May was the only constant in his life right now, especially after arriving here. It's not a matter of not wanting to lose her, it's a matter of that he _can't_ lose her. Finally, he was feeling like he understood who he was; why does the universe feel it needs to balance his happiness with more trauma?

It took him some time, but he finally found the hospital just as the sun was creeping over the horizon. Pink and orange colors filled the sky, still being pushed back by the blue of the stratosphere. As the stars faded away, he found himself on the roof where he opened the ventilation shaft and hopped inside. No matter what world he was in, vents were still his friend.

Carefully he crawled through the tight space of metal, moving slowly as not to alert anyone below him. There was no plan, no pattern to how he searched the building. Everything was connected, so he was bound to find her eventually. All he could think about was if she was ok or not, so he blindly crawled in hope of a miracle. What made it harder to crawl was the bag on his back. He could have left it somewhere, but being on the move left few options for a hiding place, especially with what he was carrying inside.

He had almost forgotten the infinite potential he was carrying.

Crawling for almost 30 minutes, he finally found her room on the sixth floor. Before entering, he observed her through the grates to see if anyone else was around. From what he could see, she was all alone in the dark, at least for now. She was breathing, too, and she looked overall fine. Still, that didn't mean he was leaving. Peter opened the grate and jumped down, landing on all fours as to limit the noise. His spider-sense was clear, though he should keep it on high alert.

Seeing May laying there, tucked in with the blankets and her head resting on the pillow, she looked so fragile. The slightest touch might shatter her like glass, so he wouldn't dare touch her. It wasn't fair for her, having to go through everything in this world all because of Peter. She should get to go home and live out her life, but instead, she was stuck here dealing with his mess; May deserved better.

On the desk next to May was a clipboard, holding a stack of papers against its surface. A closer look revealed it to be a copy of May's diagnosis report. There was no hesitation in picking it up; he needed to know what had happened. It could have been sabotage, maybe Norman escaped and poisoned her. Perhaps someone sniped a drug into her system from far away, or maybe she still had internal injuries from the attack on the school.

What proved to be the truth was something out of his control.

The symptoms included in the paper were shortness of breath, fatigue, erratic pulse, nausea and paleness. None of that sounded good on their own and it was even worse together. The generic symptoms could have been anything, but the rest is what pinned it down. He didn't need to read the official diagnosis to know what was going on.

Dilated Cardiomyopathy; a type of heart disease.

"I was hoping you wouldn't have to see that."

May's voice sprung to life in the darkness of the room, catching Peter's attention in a net of worry and relief. He immediately put the clipboard down and jumped into a chair next to her, his hands on the bar of the bed, "Hey, Aunt May."

May put a hand to his cheek, smiling warmly in the cold of the dark, "I missed you so much, Peter."

"I'm sorry I've been gone for so long. I should have been here and seen you were sick."

"No, don't do that. Poor Izuku is already blaming himself for that same reason. It's _I_ who should have taken care of myself."

The message was subtle, but he caught it easily before it could go over his head, "You knew you were sick? How long did you know?"

"A while," She sighed, "Long before we came to this strange new world."

Another message that didn't sink in with him right away. He had never told her, yet she spoke as though it was a familiar subject. Once it hit him, disbelief came next, "You know about that?"

"It didn't take much to figure it out, Peter. We lived in a world with gods among us, a new world isn't all that new. A simple search on the internet told me things were different."

Peter tried to keep his attention away from the clipboard. He thought, perhaps, if he ignored its existence, then it would just go away. It would just disappear along with her sickness and everything would go back to normal. Of course, things were never that easy; the universe was never that kind to him. There always needed to be a balance. If the universe gave him happiness, it also needed to take something away as an exchange.

"I'm old, Peter," She said weakly, "This was always coming for me; it's better if I just accept it."

"I-it might not be that bad, yet!" he stuttered, "Don't sign the reapers contract before you've read the fine print!"

"I sign it a long time ago, Peter."

"Then burn the contract! You don't have to accept it!"

"Peter," Her tone became stern, yet retaining a warm feeling, "My time is running short, and yours is still beginning. I was always coming to this, even before you were Spider-Man. I know you're dealing with so much, and I don't wish to put more on you. That's why I want you to understand."

He didn't understand, and he couldn't accept it.

Emotion overran his mind, his breathing quickened as he fought the tears in his eyes. Quickly, he pulled his bag off his back and unzipped it, making a loud noise that forced him to recoil. No one came in to check on it, so he continued and dug into his bag. He hadn't actually seen them since he found them, often ignoring they were there to avoid temptation. This was different though, right?

In his hands now were two of the Infinity Stones; The Power Stone and the Reality Stone. They glowed dangerously as they hummed in his palms. May looked at them as though she was staring at a shooting star. Even she could feel the raw power coming from inside their casing.

"You see these?" He held them close so she could see, impatience and desperation taking over as he stood tall, towering over his aunt, "It doesn't have to be our reality. I can stop it …I can make it all go away. Just one thought, and I can cure you. You'll be ok, and everything will be fine."

He spoke gently, stuttering and repeating himself as he tried to justify his actions. All he needed to do was bring the two stones together, make a wish, and May would be fine. Everything would go back to the way it was. May would be ok, and she could get out of here in the morning. It's not like Norman or Lumina; He's not cheating death if May hasn't died yet. It's just a little tweak to reality. He's done it before, even if it was on accident.

"Well?" May asked, "If you're so sure, go ahead."

May's permission should have made it easier. He should have slammed those stones together and done it, yet he hesitated. He shouldn't be waiting, not with the little time that she has left. Norman and Lumina didn't understand how to use them properly. They only wanted something for themselves, to cheat the rules of reality. Peter only needed to shift it slightly, speed up her recovery. Everything would be fine as long as he used the stones. May will be healed, and it'll all be okay. There's so much he can do; He can heal May, clear his name, stop Lumina; all he needed to do was use them.

That's why he couldn't.

Rather than bring the stones together, he chucked them to opposite sides of the room in a fit of anger. Slumping against the wall, he finally let himself cry those tears he fought so hard to contain. In his hands he held the power of gods, the universe would have bent to his will. Instead, he ducked out and wasted that potential. There was a voice in his head that told him he couldn't, he _shouldn't_.

"I can't!" he exclaimed, "I can't do it! I'm sorry, May! These stones, they corrupt whoever uses them! If I heal you, I know it will never be enough! I won't be able to stop once I start! Lumina, Norman, they've been corrupted by the influence of the stones and welcome it! I can't be like that, I won't! I won't lose myself and become a danger to the world and everyone around me! This should be easy; I'm doing it for _you!_ "

All while he cried tears of pain, May looked over him with sympathy, her expression remaining the same, "Be honest with yourself, Peter, It's ok."

There was, in fact, a truth he couldn't admit because he thought it would hurt too much. Unfortunately, that truth lined up with everything he stood for, so he knew he needed to stand by it, "If I use the stones, I risk becoming addicted to their power. I don't know how far I'll go to make everything perfect. I'll become dangerous, doing more harm than good. And …" he took a deep breath, sniffling as he wiped his tears, "It's not worth it. Saving you means possibly dooming so many others, and corrupting everything I've achieved, everything that I am. I can't allow myself to take that risk."

"Finally," May smiled, a breath of relief escaping her, "After all this time, you've finally thought about yourself first."

"That shouldn't be a good thing."

"It is, though. I love the person that you've become. Who you are is someone who protects others, making the responsible choice. You always do what's right even if it hurts. I would never want you to save me if it meant sacrificing the amazing man, I know you are. The world needs that man, it needs Spider-Man, and I can't let you kill him."

"But I'd have to kill _you_!"

"No, you wouldn't, because …?" She waited for him to finish, knowing he knew what she meant.

"…Because you're old."

"As old as the colors in the sky."

They laughed as she gestured him to sit back in the chair. Once he had, he rested his head on her lap as she ran her fingers through his hair. What remained of his tears dripped onto the blankets, barely staining them.

She had accepted this a long time ago.

Sitting his head on her lap, she felt the tears come through the blanket. As she rubbed his head, she sang to him the tune he's heard so many times before. It was the same tune she sang to him time and time again as he grew up; the very same she sang to calm him at his uncle's funeral.

Like always, he joined in with her and sung along, though more gently as to be a whisper. It didn't cure him of his guilt, but it helped him to accept it. The leaves turning brown, the snow falling white; The grass growing green and the sun shining light. The song told the story of natural progression and reaching the end of a cycle, only for a new one to begin in its place. When a tree is chopped down, a seed falls and grows where it once stood. Whether Peter liked it or not, it was coming time to be that new tree.

"I don't know what I'm gonna do without you," Peter choked.

"Sometimes," She rubbed his head, "We have to accept the reality we are given. If we want it to change, we have to work for it, not force it; It'll never last that way. We do what we can with what we have, and that's all anyone can hope for."

"…Excelsior."

May looked at him with a confusing look, almost laughing at the word she hadn't heard before.

"It's something someone taught me," he explained, "It means 'ever upward'. Keep moving up no matter what drags you down."

"Sounds like he's a wise man."

"He was. He reminded me so much of Uncle Ben, actually; always there for me, even in death."

"Just as I will be," She smiled, a single tear rolling down her wrinkled face, "Even when I'm gone, I'll always be with you. When that day comes, I hope I've prepared you for a world without me."

To him, no one should ever be 'prepared' for someone's death because that implies that there won't be pain or sorrow. It's not as though she's going to die today or tomorrow, but this wakeup call tells them that time _is_ running out. There is no being prepared for losing someone; it happens, and how you take it is up to you.

"You probably shouldn't leave those on the ground," She pointed out, looking at the stones he had chucked around the room.

He stood up chuckling while wiping his tears and went to pick up the stones. Not even a crack in them, especially with how hard he threw them. That was to be expected of objects so strong.  
As he picked up the last of the two stones, he heard a thud sound from behind him. A quick breeze informed him the window had been quickly opened. Falling face-first on the ground was Izuku Midoriya, his legs flailing in the air. They were at least six stories up; did he use his quirk to jump up here? What was he doing here? If Peter had known which window May was at, he would have used that instead.

When Izuku managed to get to his feet, all the color drained from his face upon seeing Peter was already here, "Peter! You can't be here!"

"I just wanted to visit May, don't worry. I'll be gone soon-"

"No, you _really_ can't be here!" Izuku crossed the room to enter his personal bubble, quickly and awkwardly saying "Hi May" to her before returning attention to the wall-crawler, "It's a trap! The police knew that you would want to come and see May. You gotta go before they realize you're here! They even got All Might to help capture you!"

"What? Are you sure?"

"All Might told me himself! We gotta get you out of here before he finds you!"

Perhaps Peter didn't interact with All Might as much as he should have, but he thought they had a decent bond. They fought together, and Peter knew the secret of his quirk. He assumed there was some form of trust, clearly not strong enough, however. If All Might was really after him, then he just became his enemy; a danger to him.

As a danger, he registered with his spider-sense that had just started going off.

Turning around to face the door, Peter kept Izuku behind him as the handle turned. Letting the light shine through as it opened was the symbol of peace, All Might, standing tall in his strong form as his shadow stretched toward the pair of young heroes. His hands were on his hips, keeping the smile on his face he was so famous for. The only difference is that for once he wasn't smiling to comfort others, rather to comfort himself for what he was about to do.

"You were there the whole time, weren't you?" Asked Peter, "Just waiting for the right moment."

"You came all this way," Replied All Might, "You deserved to spend a moment with your aunt to ensure she was ok. I thought I'd at least give you that."

Izuku tried to step out of hiding behind Peter, but his former roommate kept him in place, "All Might!" he shouted, "Don't do this! Peter isn't a villain!"

"Step aside, young Midoriya. Parker is coming with me, one way or another."

Though he tried to argue with him, it was clear the symbol of peace had fully made up his mind. Izuku kept looking to Peter, wondering what he was going to say or do in response to the hero's powerful presence. Yet, there was silence. Perhaps he was just thinking, thought Izuku.

Peter backed up with his hands behind his back, pushing his palms against Izuku's chest. Dropping out of the spider's hands and into his own were the two Infinity Stones he had taken out earlier. They vibrated with intense heat in his hands, yet he fought through it and clamped down on them, keeping them hidden by his skin for Peter.

"You want me?" Peter asked, "Come get me!"

From his wrist came a ball of webbing that struck All Might between his eyes, blinding his line of sight. Despite his super strength, removing the substance proved to be difficult as his hands got stuck on it. With him distracted, Peter abandoned his bag on the ground and leaped out the open window into the waking world, using a web to slow his fall as he rolled onto the ground. All Might ripped the webbing off his face and ran out the door, knowing he wouldn't fit through the window at his size.

Why was Peter running, thought Izuku? He should have known he couldn't outrun All Might. His speed and strength outweighed his own, as impressive as he was. In fact, why didn't he take the stones with him if they were so important? Only one explanation made sense to him; Peter _knew_ he couldn't escape on foot. He didn't know if he would get away, so he left the stones with someone he trusted as he led All Might far from the hospital.

With him gone, Izuku opened his hands and stared at the stones. They looked just like the mind stone he once held at the auction house, except they felt different in his grip. They vibrated at seemingly different frequencies, sending pain into his chest that simultaneously pulled his heart toward them.

He shook his head and snapped himself out of it. Peter worked hard to keep these out of the wrong hands; he couldn't let himself fall to temptation. Instead, he put the stones in the backpack and threw it over his shoulder.

"Peter …" Izuku spoke to himself, looking out the window, "Be careful."


	45. The Symbol of Responsibility

Jin Bubaigawara approached a large building, looking somewhat old and dark. It was hidden on the street; he honestly wouldn't have noticed it unless he was looking. He had gotten the address via text message of an unknown number, which he knew was set to arrive at some point that day. Many others like himself had asked for this group to consider letting them in, and many were turned down. The Hero Killer's capture started a movement for people, and they were all flocking here all the way to Yokohama City.

Entering the building, he found it to be built as an average bar. The floor was covered with wood while the walls were built with bricks. Different types of drinks were scattered across the back wall. A few people had been sitting in the many booths and talking, waiting for their turn to talk to the man who invited them here.

That man in question stood near the bartenders' table. His appearance was unsettling, being covered in what looked like severed hands. He seemed agitated, probably not happy talking to and rejecting so many different people. Likely, he was picky with who he wanted as a part of his little group, seeding more doubts in Jin.

Still, it was at least worth a shot.

When it became Jin's turn, he approached the man and saw his associate standing there next to him. His head was all purple and black smoke, not something he saw every day with most people. They definitely had the villain vibe they boasted about.

"Great, another one," Said Shigaraki, "You better not disappoint me."

"I'll try not to," Said Jin, "My name is Jin Bubaigawara, and my quirk is called 'Double'. I can copy anyone and anything I want. I'm here because I want to join your League of Villains."

"Why would we take someone like you? You seem boring!"

"I'm here because of Pro Heroes. No one likes anyone who's weird or different, because they don't fit the standard that heroes make for everyone. I fall below the line and get rejected at every turn. I just want to make the world a place where I can finally belong, and if that means rejecting the so-called 'Pro heroes', then I'll gladly do that."

Jin never thought he would try and become some kind of villain, but he was driven into a corner. Peter was the only hero he actually liked, everyone else was cruel and bias to people like him. Anyone strange or different was seen as bad, even a villain if they stretch it. If they only saw him that way, then he might as well play the part with grace.

"I say we consider him," Said Kurogiri, "He has potential."

"I don't care," Shigaraki pouted, "Just sit down with everyone else!"

Letting out a sigh, he checked himself into a booth all to himself, alone with the thoughts in his head. _I think that went well!_ Those thoughts spoke.

"I think he hates me," Jin corrected.

 _He's just a whiny kid! I'm sure we'll get in just fine!_

"Don't make assumptions. Not a lot of people like us to begin with, you know."

 _Parker supported us! That's gotta be a sign! We're gonna have so many friends!_

As the hour went on, Jin was eventually joined as his table by a man in a tuxedo. His appearance was well kept, a clear amount of respect going into his impression on others. The man's hair was cut evenly, and not a spec of dust was on his suit. There was a polite yet casual vibe about him that made it somewhat inviting even to the socially awkward. The Asian man sat down and adjusted his tie, greeting Jin with a smile on his face, "Hello there," The man said.

"…Hello?" Asked Jin, "What do you want?"

"I'm trying to make friends with the new people. The other villains I work with aren't exactly the chattiest. Hard to hold a decent conversation."

 _I feel ya, too chatty some people! Chatty, chatty, chatty!_

Jin groaned from the voice in his head, holding a finger to his temple. The man in front of him grinned curiously, "That voice is annoying, huh?"

Jin looked up, raising a brow at the mystery guest, "How did you know about that?"

The man pointed to his own temple, "I have one of those too."

Someone else who was like him? Could it be true, Jin thought? There was no one who understood what that was like; to have a voice in your head that annoyed you every second it could, taking over when it wanted. Was he serious? Did he know what it was like to take a backseat in your own body, watching another you do things you find skeptical?

"…Who are you?" Asked Jin.

The man put his hand forward, shaking Jins accordingly, "Call me Martin Li. If anyone knows what it's like to live with another you, it's me."

"…I thought I was the only one."

"You aren't. When I received my powers, I also received _him,_ too. I have to give in to those tendencies, or …bad things happen. If I seem violent as my other self, I apologize."

"Yeah …yeah, me too."

Finally, someone who understood.

The voice started chanting the word 'friends' over and over once again. His never-ending excitement gave him more migraines than he could handle. Eventually, he decided to tune in to the television that had been playing in the back of the room. The people still waiting for their final answer from Shigaraki had been flipping through the many channels. Mostly they avoided the news; too much praise for pro heroes, they thought.

When they did come across the news channel, Jin called for them to stay on it.

He had seen an image on the newscast he recognized. Showing as the main footage was Spider-Man, who he knew as Peter Parker, the young man who convinced him to do this. The title of the show that day was "Symbol of Peace hunts Rogue U.A Student". It was the follow up to the story about his aunt. Live footage was being presented as the newswoman began speaking.

" _We come to you live with breaking news,"_ Said the Newswoman, " _The vigilante known as Spider-Man was just seen leaving the hospital where resident May Parker was being kept. Witnesses see him escaping through the window of her room and making it across the parking lot, before finding the symbol of Peace, All Might, burst through the front doors after him."_

The footage showed the two of them in the streets, with Spider-Man constantly jumping around to avoid any of his opponent's attacks, " _It appears the two are locked in an epic battle. Some are cheering for All Might, while others praise the Spider-Man for holding his ground. We'll now join our reporters in the field for further information."_

Shigaraki watched the television intently, his eyes fixated on All Might. Why was the symbol of peace wasting his time with someone so small? The kids' costume didn't even look that impressive. He hears about Spider-Man through his previous partnership with Green Goblin but had never really seen much of him until he ended up on the news. These two 'heroes' were the only thing anyone talked about anymore.

"That kid is a monkey jumping around like that," Said Shigaraki, "Why is All Might so fixated on him?!"

 _Could say the same about you and 'All Might', buddy,_ Said Jin's inner voice. Jin himself wasn't paying much attention. Peter was someone he actually liked, and now worried would be captured by the number one hero. It wasn't fair; the kid was one of the only good heroes out there, and they were hunting him down like a dog. Spider-Man wasn't the villain here, All Might was.

The kind even _real_ villains hate.

The channel suddenly flipped off, showing an image of words in purple lettering which spelled out 'sound only'. No one but Shigaraki and Kurogiri knew what it was.

" _As you may have noticed,"_ The voice of All For One came through the speakers of the television, " _All Might is battling against a vigilante, one he knows well. Normally, I would ignore his pointless battles, but this one holds significance."_

"Why should we care?!" Asked Shigiraki.

" _The boy is someone close to All Might. He is likely to hesitate when fighting against him. What I see here is an opportunity rising, and you must claim it while we have the chance. Use this opportunity to take All Might down once and for all."_

How were they supposed to do that, he wondered? What about this fight made him so sure they could catch him off guard this time? Was the boy really that special to him that he would hold back? It's not as though he can't fight multiple people at once.

"It won't work! That plan is stupid!" Shouted Shigiraki.

" _Have some faith in me, my apprentice. I want you to take the members you have and wait for my command. You'll see what I have in mind."_

With that, the message shut off and returned to the newscast, causing everyone to murmur amongst themselves.

All For One wasn't making any sense. There was no way the Symbol of Peace would allow himself to be beaten by a child such as him. Suppose however that he does hold back, and allow the boy to beat him; he would be vulnerable long enough to move in and strike. Is that what All For One wants? To wait until it's over and attack? In theory, it sounded perfect, but that was only if it went how they wanted.

Still, it was a chance to kill All Might, and he was going to take it.

"Listen up!" Shigiraki called out to everyone in the room, "Time to prove you _really_ want on this team! We're going to kill All Might!"

Most of the bar's inhabitants stood up and cheered, some flaunting their quirks in excitement. Jin, at first, resisted the urge to embarrass himself like the rest of them. As much as the idea sounded interesting, he wasn't sure he was ready for something like this just yet.

Unfortunately, the other guy had different plans.

The migraines quickly returned as his scar burned on his face. The panic settled in as he struggled to get his mask out of his coat pocket. It's very touched soothed him as he placed it tightly over his head, letting the pain, as well as himself, fade away while the other guy took the wheel. Now under the alias of Twice, he stood up and cheered with the rest of them, more excited than ever.

Finally, he belonged.

…

Crash went All Might's feet into the road as he flung himself into the air once again. His body cut through the wind like a knife as he flew towards Spider-Man, who swung through the sky on a web. Sensing him, Spider-Man twisted his body and dodged the hero, kicking off his back and moving away from him as he continued upward.

As the arachnid landed on the ground, he spun a web at All Might's leg to stop his movement and yanked it downward. His body dragged toward the ground and slammed into the concrete, creating a large dust cloud that covered the street. Civilians ran away, shouting 'villain' in reference to the spider. What else would he be to them? Anyone who challenged All Might was considered a villain regardless of origin.

It took barely a few seconds for All Might to recover and swipe the dust away with a single powerful swing. The wind pushed against Spider-Man as he stuck his feet to the ground. The symbol of peace was toying with him, holding back so he wouldn't hurt him. That was both good _and_ bad depending on how he looked at it. On one hand, it meant he could hold his own against him, while on the other hand, it meant if All Might decided to stop holding back, he was done.

"That's enough, young Parker!" All Might shouted with his hands on his hips, his fans cheering for him, "You have nowhere to go!"

This was a sight Peter was familiar with; a crowd of people cheering for his arrest, branding him a villain. They didn't know the real story behind him, they only knew what they were told. A single hour of research would reveal he only defending himself, fighting other villains. Instead, they assumed he was a hero-hating criminal. People always believed whatever was easier to understand; the grey area never got the love it deserved.

"Look at you, Mr. Truth, Justice and the Japanese way!" Spider-Man joked, "You think just cause you're taller than me that you're cooler? My suit is much cooler! At least I _made_ mine! Who made yours? The government? What do they know about style?"

All Might knew what he was doing; telling jokes to make light of the tense situation. He was trying to throw him off his game by making him angry, but it wasn't going to change anything; he was already angry enough at himself.

All Might prepped his right arm and zoomed forward. Spidey's sixth sense kicked in and he moved long before the hero reached him. Spidey pushed off All Might's fist with his hands and twisted his body, hitting him in the face with his heel. It did little to affect him, and he winded up for another strike which hit directly into Spider-Man's chest. The vigilante went flying down the street, crashing into the windshield of a vacant car.

Too much, All Might thought to himself; he used too much power against him! If he wasn't careful, he could really end up hurting young Parker before he can make the arrest. When he heard everyone cheering for him, booing against Spider-Man, he couldn't help but feel upset. This isn't how he wanted things to go, not one bit.

Spider-Man climbed out of the windshield and kneeled on the hood of the car, swatting the glass away from him. His body was now littered with small cuts and scratches, most of which were bleeding. It stung, but he couldn't worry about it right now. This fight was going to end quickly if he didn't do something fast. In terms of strength and speed, All Might had him severely beaten. The only way he was going to win this was if he used his head.

Jumping off the vehicle, he verbally apologized to whoever it belonged to before picking it up over his head. By now, the police had moved in and guided people behind the yellow tape, cutting off the entire street for the two combatants. Worry was behind him as he flung the car at All Might. While his eyes were focused on the car coming at him, Spider-Man leaped along with it, obscured by the car as it moved through the air. As All Might punched the car into the ground, Spider-Man came in with all his strength and struck him.

With his opponent stumbling off balance, Spider-Man grabbed the wrecked car and swatted it at him, managing to send him flying across the street. The assault didn't cease as he charged him with his body low, leaping up and striking the hero with his knee, then bringing his elbow down on his head. He was strong, thought All Might. Even though he was the symbol of peace, the strongest hero in Japan, this kid was putting up a good fight.

As Spidey came in for another punch, All Might caught his fist and squeezed it tightly. Try as he did, Spider-Man was unable to remove his fist from his grip.

"You can't win this," said All Might, "I'm far stronger than you."

"I know," grinned Spider-Man under his mask, "But did _you_ know I was top of my class back home? Especially in chemistry; I made my web fluid all by myself. Unfortunately, the pellets containing them tend to explode if too much pressure is applied."

On cue, webbing began to expand from within All Might's grip of Peter's hand. It caused him to release his hand too late as the webbing continued to grow and expand over All Might's body. Despite his strength, he found it extremely difficult to escape as it stuck to his body.

Spider-Man fired off two web shots on the car wreckage and swung it at All Might, which struck him to the ground. The webbing which expanded had stuck his body to the street. Half the crowd screamed in anguish while the other half cheered.

Unfortunately, it only took a single flex of his muscles for All Might to break free of the webbing and stand back up on his feet, the people in the crowd reversing their roles. By this point, several news stations and helicopters were filming and reporting on what was happening. There likely wasn't a single person in Japan who didn't know this fight was happening. People in their homes who just woke up for their morning coffee tuned into the news to find their favorite hero fighting the U.A renegade.

With this moment of peace as they waited for the next move, Peter could see the turmoil on All Might's face. Strangely, it made him feel better knowing he hated this fight just as much if not more. Neither of them really wanted this, but they both knew it was inevitable.

"You're holding back," Spider-Man accused, "Why?"

"You think I want to hurt you, young Parker?" All Might asked, "I'm doing this because I have to."

"Yeah, me too."

All Might charged him again, missing as the arachnid jumped over him and started jumping away. Each time All Might got close, Spider-Man would simply dodge him using his spider-sense. Speed wasn't much of a problem if he could sense him coming quickly enough. He didn't need to win the fight, just stall him. Not many people knew the secret of his quirk, but Peter did, and he knew All Might couldn't hold that form forever.

As Spider-Man leaped into the air, All Might jumped after him. Even with his spider-sense, he found he couldn't react in time as he was tackled through the air and toward the clouds. Their speed sliced the air as they soared past buildings with civilians looking onto them. All Might's arms were wrapped tightly around Peter as not to let him escape.

"You didn't have to let it get this far!" Said All Might, "Just turn yourself in!"

What he said almost offended Peter, reminding him that he had no idea the real danger at hand, "You think I wanted this to happen?! I didn't have _a choice!"_ On those last two words, he grabbed All Might by the head and flipped him around, pushing his feet off the hero's chest as they crashed through a glass window. People who were working in that building quickly stood from their desks and ran away, not wanting anything to do with the fight.

Spider-Man stood with his knees bent, watching as the symbol of peace stood up and wiped the glass off his body with ease. There were barely even scratches on his costume, let alone his body. The light of the morning sun shined through the hole in the glass, casting Spider-Man's shadow over the symbol of peace, engulfing him in that darkness.

"You talk as though this was my plan!" Spider-Man scolded as he took a moment to catch his breath, "I'm fighting against a threat you refuse to see! I've been juggling twenty things to keep myself afloat in a situation I had no choice but to be in! And here you are accusing me of _letting_ it get too far?! Seriously?! You think I didn't try to prevent this?!"

"Whether you did or didn't doesn't matter," All Might responded, "You're a danger to yourself and others. Capturing you is for your own good. It's my responsibility."

"Believe me," He shifted into a defensive position, "No one understands responsibility better than _me_."

With the grips of their fists tightened, they charged for each other once again.

…

Though morning only just came, not everyone took the privilege of the night to sleep. Otto Octavius instead stayed up all night working like he often did. He had been working on the Infinity gauntlet for Lumina as she asked him to. It needed to be smaller if they were going to use it properly. The glove was meant for someone larger, like Goblin or it's original user. Using the materials of the pre-existing glove, he had started crafting a smaller version that an average-sized person could use. Making it work, getting the stones, this was all he had been thinking about since the incident at the auction house.

When Quinten Beck lost his life.

The stones could fix everything, Otto thought. His life had been ruined by people who thought they knew best. Osborn beat out his research, society rejected him as a man of vision, rather branding him insane. A woman he thought he felt strongly for failed to see the bigger picture. He was the only one who could see the full potential of the stones and their power. The reality was a mess, and he believed only he could clean it up.

Now that was harder to do with another mess-prone child around.

Every once in awhile, Otto glanced back at Mayume and Koji sitting on the couch in the back corner of the room, talking and catching up. They should have been focusing on their goal; Peter still had the stones, and they should have been looking for him. They had to do whatever it took to get them from him, even if it meant harming him. They could just undo the damage once they had the stones, so the consequences wouldn't matter. Why couldn't they see that as he did? It was difficult being the smartest person in the room.

Mayume had taken the time to sit down with Koji and work through the idea of the multiverse. She used the space stone to show him other realities she had access to, including Peter's. It was proof enough for him that it was real, and it hurt his head. It was a concept he never really considered real before. It explained how Peter seemed to come out of nowhere all that time ago, along with all those other villains.

"So, why don't we just snatch a version of our family from another earth? Wouldn't that be easier?" Koji asked.

"I wouldn't be _our_ family," She answered, "Plus, we'd be snatching them from _their_ versions of _us_."

"Or we find a version that doesn't have _us_."

"Even if we did, we can't steal them away from their Earth. Doesn't seem fair."

They talked like they understood the multiverse, but Otto didn't think they did. They didn't fully grasp the mentalities of the many universes in their many forms. Some were alternate timelines, others existed at different frequencies, and the rest were physically separate universes infinite lightyears away. There was so much to grasp and those two didn't have the mentality nor the drive to take it.

At least Mayume didn't.

From the very moment Koji entered the warehouse, Otto didn't trust him. He was new and different, and that wasn't something he needed right now. Otto knew close to nothing about him or where he came from, what he's been up to all this time. He can't trust someone he doesn't know, that's what makes Mayume so ignorant. In this situation, family has become her weakness.

"When I misbehaved," Koji told Mayume as they sat on the couch together with the news on a low volume, "He would lock me in this room until he thought I learned my lesson. The first time he locked me away, it was for an entire month; The longest I went was about two. It's how he conditioned me to do what he wanted, and I still feel bound to those habits even now."

"I wish I had known you were alive," Mayume spoke with sympathy, "I could have helped you somehow."

"Not that many people in his organization even knew about me. He wanted it a secret; his special project, he called me. I was just a game to him."

She never imagined her brother becoming this. She always thought he would be a police officer if he had still been alive. Knowing now he was, in fact, alive, seeing the opposite was so strange. They needed to fix it, so he can live the life he always wanted to have. There had to still be a chance for redemption, a chance to start over. To do that, she needed to know everything, "Koji …how many people have you killed?"

He had always been afraid of this question. There was no avoiding it, she needed to know what he had become, "I lost count, so I'm gonna say a lot. I killed when he asked. After I left, I killed whoever I thought deserved it, or whoever I was paid enough to target. It just …became second nature."

"It won't be forever. The stones can change all of that. The Mind Stone _alone_ can rewrite someone's brain-" An idea hit her quickly; They may not have all the stones just yet, but there was still something that they could do, "Maybe …we have the mind stone here. We could remove those killer instincts right now if you wanted."

"Remove them? They can do that?"

"Do you wanna try?"

To be without his killing side would be nice. It was a part of himself he had come to regret, but also one he came to rely on. He wanted a fresh start, and that meant changing to become a better person. There may not be enough time in the world to undo everything that was done to him the old fashion way.

And yet, he found himself hesitating. In fact, he found he was feeling defensive. All For One always told him he was strong, despite not originally having a quirk. What if he loses that fighting spirit in the process? His motivation? He'd be just like everyone else, weak and spineless.

To do what he needs, he can't be spineless.

"Not yet …" He finally answered, "Maybe hold off for a bit."

"Of course, I won't push you," She kindly accepted his answer.

Koji turned his gaze away from hers. He couldn't look at her, not with what was on his mind. The truth was that he was afraid of losing the part of him that wasn't afraid to fight. It's what has kept him alive all this time, and he clung to it as though he had nothing else, mainly because he didn't.

He was scared to lose it.

Glancing at the television, something in the story currently playing had caught his eye, so much so that he grabbed the remote and turned up the volume. What ended up playing was a story about Spider-Man fighting against the symbol of peace, All Might. The footage playing was of their fight, carrying throughout the city as Spider-Man did everything he could to avoid his enemy's attacks. Mayume had tuned in at the very sound of his name, standing up to get a closer look. All Might was fighting Peter? He actually went through with the assignment after she suggested he not do it? She did tell him to make his own choice but had hoped he wouldn't follow through with this decision.

"Damn it, All Might …" She whispered, "Damn that truth and justice bull-crap."

"Why are we concerned?" Asked Koji, "Isn't Peter our enemy?"

"Peter is not the enemy; he's just fighting from a different angle. He also has the remaining stones, which All Might could get his hands on if he wins."

Otto hadn't listened in on the television before, only drawing his attention to it when she mentioned the jeopardy of the stones. It was always apart of the plan to steal the stones from Peter, but to take them from someone like All Might instead can prove impossible. Finally, he abandoned his craft and joined them on the couch.

"If All Might gets the stones, we may never be able to retrieve them," Said Otto, "We must do something to help Peter."

"How do we fight someone like him?" Asked Koji.

"We can't," Mayume cut in, "But we can play rescue. We can get Peter out of there before All Might beats him. We'd just have to be really quick about it."

"The gauntlet isn't ready yet," said Otto.

"I only need the space stone," She pulled the space stone out of her pocket to flaunt it for emphasis, "I'm heading down there. Someone has to help him."

While the results of aiding Parker would benefit them all, it was in different ways. Koji and Otto only wanted the stones for their 'fresh start'. Mayume seemed to genuinely care about Peter, not wanting him to get hurt during this fight. He didn't argue with her, as once again, they all benefited.

Mayume rushed over to her office to grab her suit, leaving the two men alone together for the first time since they met. There was an awkward silence between them, an obvious tension had been there since Koji's arrival.

"Saving Peter is a waste," Otto said, "We should focus on finding the stones."

"Mayume wants to help him," Said Koji, "But I agree. Peter is our enemy whether she admits it or not."

"What do _you_ want the stones for?" Otto asked so suddenly, "Aihara says you want your family back too, but I just don't buy that."

"I _do_ want them back."

"But there's something beneath the surface. She offered to use the mind stone to help you and you refused, even though you want a fresh start? It doesn't add up."

"What about _you_?" He accused, "Mayume told me about how you changed after Mysterio's death. You've started to become the same villain you once were. How do we know you don't have a hidden agenda?"

Otto practically growled at him, is arms extending from his back, "His name was _Quinten Beck_!"

Seeing Lumina come out of her office forced him to retract his metal arms. He didn't want her to see them fighting, not with so much being on her mind. As she slipped her helmet onto her head and locked it into place, she gripped the stone tightly and created a large portal in front of her.

"If I'm not back soon, come after me," She said before stepping through without hesitation.

Otto watched as the portal faded away, scoffing to himself and staring down at the floor, "She's blinded by her sympathy."

"…Can't argue with that," Koji agreed once more.

Despite their differences, it was fascinating how much Koji agreed with his thoughts. That was the reason why he knew there was something more to Koji than what was on the surface. No one can predict the kind of man he is considering his history of torture and trauma. He was dangerous, more so than Mayume was willing to admit.

Unless she _did_ see it and chose to ignore it.

…

As morning finally began to shed its full potential, the students of U.A made their way to school as they've always done. This morning, Itsuka Kendo and Kyoka Jiro walked together as they chatted. There was much to discuss with everything that occurred in Hosu. As it turns out, the two got along rather well. It's not likely they would have found a reason to chat before, considering they are from two different classes. Classes 1-A and 1-B never interacted much on a social level, often staying in each other's backgrounds. Of course, there were exceptions.

The further they traveled, however, the more they noticed people running in the other direction. Not running from something, but rather toward something. Usually, this meant people were getting excited about a Pro Hero battle that was going on somewhere in the city. Police always informed people to stay back, but no one ever really listened.

What made them pay attention to the crowd was when they saw students of U.A following them, including those of their own classes. Kyoka had to jump into the fray to stop Mina Ashido from running off with them, "What's going on?" Asked Jiro.

Mina looked frantic, not wanting to stop for anything after the news she just heard, "It's Peter!" She exclaimed, "All Might is fighting Peter!"

None of them had ever expected their teacher to go on the offensive against the wall-crawler. Kendo upon hearing his name had bolted with the crowd, wanting to find the source of the conflict as quickly as possible. Jiro tried calling out for her, but she did not listen. Even Mina broke from her grip and chased after the masses.

Mei Hatsume had been carrying her tools to school with her in a cloth bag when people had begun to pass by her at high speeds. It nearly caused her to fall over and drop all her expensive equipment. "What's your problem?!" She shouted at everyone, keeping her balance as best she could.

An explosive quake erupted from the ground as two streams of dust flew through the sky. The event was rather far away, but Mei could see it from where she was. Her quirk, allowing her to see long distances, zeroed in on the figures flying through the clouds. It was none other than All Might fighting against a hero in a blue and red costume.

As she realized the young hero had to be Peter, her equipment dropped straight out of her hands and fell flat on the pavement. Her usual plucky attitude faded instantly as distress overtook her. Her feet hesitated to move, unsure if it would be ok to pursue what her emotions had drawn her toward. If it was anyone else, _anyone else_ , she would have turned around and gone into the school. But this wasn't anyone, this was Peter; This was her _friend_.

Finally, emotions took over, and she followed the crowd.

Dozens had gathered at the edge of the street, held back by the police officers who used their vehicles as a barricade since the yellow tape proved to be insufficient. Beyond the barricade they create was a battle between two super powered heroes, one of which who's title could be debated by the public. All Might had been doing most of the attacking, while Spider-Man remained on the defensive. Everyone cheered for whoever they sided with, but the combatants weren't listening, too focused on surviving each other.

Kendo tried to get as close as she could to the barricade so she could see what was going on. The very thought of Peter facing All Might sent fear running through her spine; if he were to get hurt, she would never forgive herself for not being at his side.

"Missed me! Missed me!" Spider-Man taunted, dodging another one of All Might's attacks, "Now you gotta kiss-…someone, I don't know. Actually, _do_ you have a wife? Girlfriend? Something? Never actually asked."

He had barely finished his joke when All Might's fist came slamming into the ground, forcing Spider-Man to jump over his body and land behind him. The concrete shattered beneath All Might's hand and sent pieces flying; the crowd cheered his name and scolded the wall-crawler.

"There's no way Peter can't keep this up," Kendo stated, "Why is All Might fighting him?! Why is Peter even here?!"

As if she had been summoned to answer, Uraraka Ochaco appeared behind all her friends with a look of distraught on her face, "His aunt," She answered, drawing their attention to her. She had come to see the fight just like everyone else, having known more information than the rest of them, "Peter's aunt is in the hospital …he must have come to see her." She only knew about his aunt because she had spent time with Midoriya the night before. Of course, that fact was a little too embarrassing to divulge at the moment.

"May is in the hospital?" Kendo questioned, looking back at Peter who had been fighting hard to keep out of All Might's grip, "Oh, Peter …" She could only imagine what must have been going through his head right now, grappling with the idea of his Aunt being hurt or worse, while also having to fight the greatest Pro hero of all time.

Many of the students didn't know who they were supposed to cheer for. One of them was their teacher and idol, someone who had been guiding them on their way to becoming heroes. The other was their former classmate and friend, who inspired many of them to not just be better heroes, but better people. Who were they meant to cheer for? It seemed as though no matter who they picked it would be the wrong choice.

For everyone else, Spider-Man was nothing more than a villain. The news, bloggers, everyone was saying he was a villain, and All Might was trying to stop his rein of terror. Peter had never actually hurt anyone, he had only tried to help people, but that didn't change the title he was given.

"Kick his ass, Peter!" Shouted Mei Hatsume, who seemed to have no problem picking sides unlike everyone else. She was the first of the U.A students watching the fight to verbally express who she wanted to win, "Don't let that jerk beat you!"

No one had ever seen Hatsume get this passionate about _someone else._ She had only ever shown interest in her own inventions. Yet, seeing her cheer for someone- and in this scenario, someone who wasn't All Might—it was somewhat Inspiring, and made many of the civilian's question who they were cheering for.

The reporter examining the unfolding scene had taken notice of Hatumes outburst, and turned the camera onto her, "Excuse me," the reporter addressed the young inventor, "What can you tell us about the masked villain fighting All Might?"

"Villain?!" Hatsume sounded highly offended, "Idiot! He's not a villain! Spider-Man is a hero! All Might's only fighting him because he's a jerk!"

The second that she had insulted the Symbol of Peace, they turned the camera away from her and focused back on the fight. The very idea of All Might having any sort of flaws was something they couldn't comprehend and refused to do so. To them, All Might was always in the right, regardless of any accusations or evidence.

"What are you doing, Hatsume?" Asked Kendo, who looked at her in confusion and offense, "You can't say stuff like that on live television!"

"Why not?" Mei questioned, "Isn't Peter your boyfriend? Why aren't _you_ cheering for him?"

"Where did you hear _that_?"

"Places. Come on! I know you want to!"

She was right. Kendo wanted to cheer for him and give him the support he deserved. The issue with that was that All Might was their teacher. For her to publicly disrespect him, she would never hear the end of it. Talking negatively about All Might was a concept unheard of. He was the greatest hero of all time, no one was going to say anything bad about him. It just didn't happen. It wouldn't surprise her if _she_ was branded a villain for even trying.

Spider-Man dodged another attack, landing with his body facing the crowd. It was here that he finally saw each of his former classmates watching him. Other than those he saw at Hosu, he hadn't really seen his class since the festival. Seeing them here, now, it gave him pause. Those who once trusted him now watched and judge, some likely hoping he would fail. Mei Hatsume was the only one actually cheering for him, while the others remained reserved.

It was hard to look at them, so he kept his eyes on Kendo.

The girl who challenged his ideals of vigilantism, before coming to understand them the way he does, stood there and watched him as everyone else did. He missed seeing her, to look into her eyes and feel safe. Feeling safe wasn't something he had these last few weeks. More than anything, he wanted to run to her and hold her close to him, but now wasn't the time for that.

Her beautiful face suddenly showed an expression of fear, "Peter, watch out!" she shouted.

His spider-sense sounded off, but not fast enough. He turned around just in time to receive a powerful uppercut from All Might that sent his body flying far into the air. He traveled high above the buildings soaring through the sky temporarily unconscious. When All Might leaped into the air after him, the crowd dispersed and tried to follow wherever they went. Unfortunately, the distance they made was too great for them to keep up with.

Spider-Man faded in and out of consciousness, feeling the wind around his body as he grasped for the light in his eyes. Eventually, his spider-sense finally woke him up in time for All Might to reach and grab him, holding his body by the shoulders. The young hero was unable to get any quips out before All Might winded his right fist back, and struck him directly in the chest. The strength of his attack shot him downward, plummeting toward the local baseball field.

Spider-Man tried shooting webs to slow his fall, but the area around them was devoid of building close enough to latch onto. His body crashed into the field at an angle, dragging across the grass and leaving a trail behind him, building up enough dirt until he had dug up enough to create a pile that stopped his momentum.

His body laid unmoving in the pile of dirt, twitching as he tried to move. Parts of his costume had ripped from the impact, including one of his mask lenses. All Might landed on the other side of the field and started moving toward where Peter landed.

"I won't hold back against you anymore, young Parker!" All Might declared, shouting loud enough to be heard from the distance, "It's over, you've lost!"

All Might had expected that attack to render Spider-Man immobilized. He was shocked to find him managing to stand on two feet despite how bruised and beaten he was. All Might hadn't used his full strength in that last attack, but he used more than he would against weaker criminals. There was always a safety limit he kept in mind when dealing with those he doesn't wish to harm too badly. Though he has now chosen to surpass that limit, Parker was still standing where others would have fallen or given up.

Spider-Man had risen his hand to shoot a web in hopes of making an escape, but nothing happened. His web cartridges were completely depleted. Instinctively he reached for his belt hidden under his costume to grab more web pellets, but each pouch was empty as well. He was now completely out of webbing; there was no escaping this fight now.

He needed a way to win this or somehow immobilize All Might. Though Spider-Man had since removed the mental block that held him back, he was still no match for All Might when it came to raw speed and strength. His spider-sense was the only reason he had been able to keep up. Everyone had a weakness, even the symbol of peace.

That's when he remembered that he _did_ have a weakness, one that very few were even aware of.

With a limp in his left leg, Spider-Man began pacing toward All Might, following the dirt trail he left on impact. The smile All Might kept on his face was now gone, finding it difficult to keep that positive attitude that his fans admired so much. As he moved toward Peter at an even pace, there was still no happiness on his face. He did not enjoy doing this; he did not want to hurt his student.

Their paces quickened into a jog, then a full sprint toward each other. All Might was ready to use enough power to knock him out, even if it meant hospitalization. He had grown desperate to finally bring this madness to an end.

For Peter, that meant further betraying All Might's trust.

Their fists winded back and pushed through the wind toward each other. All Might had to aim down due to Spider-Mans' shorter size, and Peter should have aimed upward in response. Instead, however, he aimed low and kept his body closer to the ground. His fist twisted down to the left of his stomach. With everything he had left, Spider-Man struck All Might in the side, digging his knuckles deep into the painful and scarring wound that the Pro Hero kept hidden by his muscles.

All Might coughed up a flurry of blood as his entire body erupted with pain, agony attacking each of his nerves. This was the first of his attacks that did any real damage. It left the hero stumbling to recover as Spider-Man came in with his left fist and struck in the same spot. Another surge of pain flew through his nervous system, rendering him numb from pain. To finish it, Spider-Man hit him with a powerful uppercut that sent him up in the air before crashing back down on his back.

All Might laid there as his strong form began to deteriorate. The pain he felt was more than just physical, it was also emotional. The wound given to him by One for All—of which dulled his abilities over the years—was a secret he kept closely guarded. Only a trusted few knew the full scale of his quirk and his wound, and he had almost forgotten Peter had been one of them. He trusted him with that secret, and he used it against him.

"You …you used my secret against me," Said All Might, weakly coughing up blood as he struggled to maintain his strong form, "I trusted you with that knowledge …and you took advantage of it, just as a villain would!"  
He had hoped accusing him of such a thing would make Peter rethink what he was doing, perhaps even turn himself in out of sheer guilt. Unfortunately, that was not quite what happened.

"I like you, All Might," Spider-Man said with his anger rising to the surface, "But you really are a serious dumbass. No matter how hard you squint, you really can't see it, can you?! Me?! A villain?! Are you kidding me?! Is that what you're choosing to believe? Does it make you feel better branding me the villain because you refuse to see the world for what it is!"

"And what is it?"

"Complicated!" He threw his hands into the air, "Surprise, All Might, the world is _complicated!"_ He shouted as the word echoed through the field, scaring off birds in the distance, "Not everything is either good or bad. Believe me, I didn't see it for a while either."

"See what?"

"The grey area! You and so many other Pro heroes see the world in black and white. Something or someone to you is either good or evil, but the real world isn't as simple as a comic book! People are far more complex than that! Not every villain is completely beyond redemption, and not all of them are out for world domination. Sometimes, they're just in so much pain that 'villainy' is the only option. That's how it is for Lumina, for Otto, and how it was for Beck."

He didn't recognize the last two names he mentioned, but he figured they had great importance to him, "I know that, but villains still need to be stopped-!"

"You're missing my point; you all _miss my point!_ " he shouted, "You simplify the definitions of hero and villain to such a small level that you can't see anyone as anything in-between. In this world—this weird and bizarre world—anyone does just one bad thing, and that defines them forever because no one wants to think about any more titles than 'good' or 'bad'. People make mistakes and it defines them forever because no one wants to see the complexities of the world. It scares them! It scared me too! But eventually, I let myself finally see the truth. Not everyone is all good and not everyone is all bad."

"…And what are you?" All Might asked, "If you're so hellbent on this idea of the middle ground, what do you make of _yourself_? Are you proud of everything you've done!"

"No! Of course not! See, here you go again, trying to make me the villain! Open your eyes, All Might! I'm breaking the law to save lives! The safety of others outweighs my own, so I damn my own safety to hell where it belongs! There are thousands of people who refuse to see anyone for who they really are. We brand titles to make it easier to understand. Someone is either black or white. American or Japanese. Minority or Majority. _Good_ or _Evil_. And no one will look at the middle."

Despite his resistance, All Might _was_ listening to what Peter had to see. He was so passionate that he couldn't _not_ listen to him. It wasn't just some excuse he was coming up with on the spot. Peter had been sitting on this for a long time, probably longer than they've been chasing him, "What's in the middle?"

Finally, Spider-Man let his shoulders rest with his voice, "The grey area, All Might. It's what happens when the good and the evil mix together. Someone can be good _and_ bad, and there is always a stronger reason beyond just an unhappy childhood. There are more details than that, but people …everyone just ignores it. I know you care about people, you care about the law, and I respect that so much. But if you can't see the complexities of the individual, you will never see the world for what it really is."

"…complicated."

Could Peter have been right? Had All Might refused to see the grey area? Did he truly only ever see villains as nothing more than an obstacle to be stopped? He knew everyone was unique in their own way, but what if he wasn't considering villains as apart of _everyone_? How many people had been put away for life because a pro hero deemed them an evil supervillain?

Spider-Mans hand reached for All Might, surprising the Pro Hero as he first flinches in the assumption that it was another attack, "We don't have to be enemies. It doesn't always have to end that way."

All Might chuckled, trying to wrap his head around the very idea of this kid. He wasn't afraid to break the law if it meant doing the right thing, but All Might was taught to believe anyone who broke the law was doing something wrong. Peter was a clear enigma on this idea, "I just don't understand you, kid."

"You can start by letting me help you up," He smiled.

As he reached for his hand, his spider-sense began ringing uncontrollably. He felt that familiar chill run across his back and up to his neck. It wasn't All Might; he was down for the count right in front of him. The new threat was getting closer as time slowed down for the wall-crawler. It didn't matter what it was; all that mattered was what he did next. Spider-Man reached forward and grabbed All Might with both hands before leaping into a forward flip away from where they were.

A large green metal tail struck down on the ground where they once were, glowing a neon green color to match. The man connected to the tail was wearing strong emerald armor with a red visor over his eyes. A large tail was connected from the back and moved in sync with his own body. The only part of him not covered by armor was his mouth, which grinned sinisterly at the bug and the weakened hero. Spider-Man knew this man well; he was one of his greatest foes from back home.

If he was here, then his new friends were too.

Behind the armored man were several more villains, some of which he recognized well. One was a pale man with blue hair, wearing a black trench boat over his body as he floated above the ground. His sharp teeth yearned for their prey, and his favorite to play with was the wall-crawler himself. His nails were sharp simply because he refused to cut them that short; it was part of why all his victims had claw marks, making the police assume it was a wild animal.

Another was a man wearing a simple tuxedo, but everything else about him was anything but simple. His entire body was inversed by color; his skin purely black and his suit a vibrant white. He was glowing from head to toe, the light trailing off him like the northern lights. He adjusted his suit, making a strange sound, like an alarm swinging around on a carrousel.

The rest were those he didn't recognize, not even bothering to wear a fancy costume for distinction purposes.

"Scorpion, Morbius," Spider-Man greeted, referring to the armored and pale men, treating them like old friends, "How long has it been? Could have sworn you moved to prison-town or something."

"It didn't work out," Scorpion taunted.

Spider-Mans eyes darted to the man in odd reversed colors, slightly more disappointed in seeing him, "Martin," He said, "Could have sworn _you_ were in rehab."

"Martin Li isn't here right now," He scolded, his voice sounding rippled like speaking into a fan, "There is only Mr. Negative!"

"You guys have henchmen now?" He asked, looking at the small crowd of people behind them, "What's up with that?"

"Big trail mission for them, orders of the league," Scorpion said, waving his metal tail around.

"Enough stalling!" Shouted Morbius, "It's time to feed!"

Morbius flew straight for the wall-crawler, motivated by his craving for the bugs radioactive blood. The spider grabbed All Might and dodged the attack, moving across the field in big leaps. He placed the weakened hero in the dugout and told him "Stay here" before heading back into the fight. All Might wanted to join him, but he was still feeling the effects of the attack on his hidden wound.

"You guys _love_ your team-ups, huh?" Spider-Man taunted as he approached them with a mocking strut, "Vampires, color swaps and insects, oh my! You guys know I've been out on the streets for a while now, right? Why are you only targeting me now?"

Normally, he'd expect a quirky response about this was the end of the bug. No one, however, chose to take the role upon themselves. They remained silent, playing around their feet as they waited for an opening. Their vow of silence didn't make sense unless there was something they were hiding. If they were really here for Spider-Man, they would have gloated the fact. They were with the League of Villains according to Mayume, and the League had one goal.

Kill All Might.

"I feel so cheated on!" Spider-Man scolded them, "You aren't here for me, you cheating …cheaters! I thought we had something special! A healthy give-and-take! I have been utterly betrayed!"

"Stop talking!" Shouted Scorpion as he lunged forward much to his partners' dismay. He swung his tail to which Spider-Man easily dodged. While in the air, he wrapped his arms around the stem of the tail before pressing his feet to the ground. He swung in a circular motion and hurled Scorpion overhead, watching him crash into the dirt and send a flurry of dust sailing through the air. Just as he finished, Mr. Negative hit him with an energy shot and sent him rolling back into recovery.

Morbius instead of attacking Spider-Man charged through the air toward the dug-outs. Despite his desire to feed, he was focused on the goal they were sent here for. He has heard so much about the symbol of peace; he would love to get a bite out of him and see if he lives up to the hype. Spider-Man wanted to swing toward them before he remembered that he was completely out of webbing. His only option was to throw all his strength into his legs and leap forward at an angle, gliding across the air at high speeds.

The hero crashed into Morbius just as he reached the dugout, slamming his body into the ground face first. Spider-Man kept his foot on the back of his neck to ensure he didn't move. All Might recoiled but otherwise remained stationary.

"Get out of here, All Might!" Shouted Spider-Man, "They're here for _you!_ You're weakened because of me!"

"Parker-" He tried to speak, wanting to say something to convince him this wasn't his fault. Just seeing the single exposed eye of his mask told him the boy wasn't going to let this go; he was one to hold worlds worth of guilt over his shoulders no matter who may protest.

Faster than his spider-sense could alert him, something quick had just barely sliced across the wall-crawlers' face, leaving a small cut on his cheek that forced him to stumble off of Morbius and let him fly away to recover. The blood oozed quickly from the hero's wound as he tried to cover it with his gloved hand. It only made it sting as his hands were still covered in dirt.

From atop the dugout emerged another figure. He was dressed in a black and grey suit, and a mask he found most familiar. In his hands was a roll of measuring tape sharper than a sword and quicker than a knife. He hadn't seen much of the mask since Hosu, but he knew who it belonged to.

"…Jin?" Spider-Man questioned as the man leaped to ground level. The body of the suit was new, but he knew the mask was what he wore when he needed to keep from 'splitting'. This was his alter ego, the one he called 'Twice.' What was he doing here with _them_?

"Hey, friend!" Exclaimed Twice, "Nice to see you! Love the outfit!" His attitude suddenly changed to a more serious one, "I'm sorry to have to do this, it's nothing personal. Gotta prove I can fit in, you know."

Suddenly it all started making sense. The League of Villains; they were the group that Jin was talking about last time they spoke. He said he found a place he could fit in. A group of "Outcasts" he called them. Peter had no idea he was referring to the League of Villains.

"You joined _them_?" Spider-Man spoke in disbelief, "I don't understand …why would you do that?"

"They're some of the only people who understand," Jin—The real Jin—Was shining through, "I've been an outcast of society for too long, kid. I won't wait for them to change, so I'll _make_ them change."

It was now Peter finally understood; this was all his fault. Jin was having doubts back at the Soup Kitchen, but it was Peter who pushed him. He told him to pursue this if it meant finding a place he belonged. Had he known Jin was referring to the League, he wouldn't have given the same response. All he wanted was for Jin to find a place where he can be accepted and loved by others like him, where they can confide in one another like a support system.

Now, he joined the list of good men Peter helped corrupt.

"Jin, you don't have to help them," Spider-Man begged, "Help _me_ stop them. I know you want to belong, but it doesn't need to be like _this_ , with people like _them_."

"Aren't you the one who said people like me are misunderstood?!"

"Yes! Every villain has an origin, but that doesn't mean we ignore the dangers. Help me stop them so we can _help_ them! There is a different path for you! For all of you!"

If it was anyone else, he would have thought he was lying, but Jin knew Peter was being truthful. He really wanted to help however he could. Unfortunately, the society they live in won't ever see him as anything more than dangerous, a _villain._ They were the ones that needed to change, not him.

"Sorry, Parky!" Shouted Twice with a smile under his mask, "But I'm just having too much fun!"

He swung his measuring tape at Spider-Man who quickly ducked to dodge it. It sliced across the ground and carried dirt into the air. He continued to swing as Spider-Man continued to dodge. As they fought, Mr. Negative moved past them and toward All Might, who was still too weak to get away in time. A few of Twice's attacks managed to further cut his skin, drawing more blood that splattered to the ground. Finally fed up, he held his breath and grabbed the tape measurer with his hand, squeezing it tight despite the pain it caused by slicing his palm.

"Jin," He cried, "I'm sorry."

Spider-Man pulled him close and struck him as hard as he could, sending him dragging across the ground and into the inner ring of the baseball field. His hand still bleeding, he leaped into the air and aimed his body at Mr. Negative, tackling him before he had a chance to react.

"You're better than this too, Martin!" Shouted Spider-Man as he held him down by the neck, "Remember the man who wanted to help others?! I know he's in there somewhere!"

"The other guy is sleeping!" Mr. Negative said with a smile, "Best not to wake him!"

Just as he charged an energy blast, Spider-Man hopped off him before he fired it off, barely avoiding the scorching power of his abilities. He backed up into the fence of the dugout as the villains approached them. The other lesser-known thugs started to creep their way onto the battlefield, finally feeling confident enough to help out.

"Seriously, none of you respect the one-on-one rule!" Spidey complained, "Does no one here have honor?! Boo you! Boo you and all your violent tendencies!"

Distracted by their advance, Spidey failed to see Morbius flying toward them. As he did take notice, he assumed he was coming in for the attack. Instead, Morbius flew into the dugout where All Might was hiding and grabbed him by the shoulders, lifting him out and up into the air. Spidey called for All Might, using the dugout as a launchpad and leaping off the top, heading toward them like a model rocket.

"I wonder what _your_ blood tastes like?!" Morbius threatened, "A hero's blood is always the sweetest!"

Without thinking, Spider-Man tackled Morbius and forced him to drop All Might. By this point, they had already flown several stories into the air. If All Might was in his strong form, this wall would do little to nothing. He was weakened, though, which put him in a lot more danger. Peter couldn't reach the hero without his webs, so he kicked off Morbius and launched himself downward as they approached the ground at accelerated speeds. Even if he could catch him, the fall would be bad, so he would have to be All Mights cushion if he was going to come out unharmed. It was the only way.

Until it wasn't.

Behind Spider-Man as he dived toward the ground, a purple portal opened up wide. A figure blessed in pure light shot through it like a bullet, flying through the air at three times the speed they were falling. Her shoulder capes flapped through the air, aiding her with trajectory as she reached for the wall-crawler in desperation. Spider-Man grabbed All Might just as _she_ grabbed _him_. There was no time to be surprised as a second portal opened below them, and they fell through just before hitting the ground.

The portal then closed, leaving no trace of the trio.

…

 _Elsewhere_

The portal reopened in a new location at a sideways angle. Rather than emerge falling downwards, the trio emerged flying at a flat angle. Their momentum drained from the altered gravity and they crashed safely onto an anonymous roof, tumbling to the ground as their grip on each other failed. Everyone rolled in different directions but remained close to each other regardless, each needing a moment to recover from the incident.

Lumina was the first to stand up, taking the least damage from the scuffle. Her immediate concern was Peter as she rushed to his side, a hand on his shoulder as she turned him around, "Peter?! Are you ok?!"

Spider-Man opened his eyes and looked at her with utter shock. He hadn't expected to see her today, much less have her save him. Yet, despite their history, he didn't react negatively. This surprised her more than anyone as she stood up to give him space. Hesitantly, she reached out a hand to help him up.

He took her hand with ease.

Now on his feet, he wiped some blood from his face that had been stained by dirt, blinking a few times to get the eyelashes out, "Hey …" he greeted out of breath.

"Hey …" She greeted back, "I expected you to …I don't know, punch me or something."

"Well …we're on different sides, but that doesn't mean we have to be enemies, right?"

This was new. She hadn't heard him talk like this before. There were hints of it back at the warehouse when he was held captive, but this was those thoughts coming full circle. It was nice for him to see her as a friend again, even if they weren't allies anymore.

All Might groaned as he got to his knees, looking around to see Spider-Man and Lumina talking. He had never seen her in person, but he recognized her from all the reports. She was the villain hunting the stones; what was she doing here?

"Parker," All Might called out, "What's going on?"

Spider-Man turned around, remembering All Might was here. He was going to try and come up with an explanation, but that all fell apart when he saw where they were.

Behind them was an open area in the middle of a large city. The walls of buildings were covered in large screens, playing adds in English instead of Japanese. Below, people were moving from points A to B, getting pictures with tourist attractions. The detail that got him the most was on one of the massive screens shining impossibly bright lights onto the crowd below. It was a newscast by an organization he recognized.

The Daily Bugle.

All Might took notice of the area as well, and he didn't recognize it at first, "Where are we?" He asked.

Spider-Man took off his mask so both his eyes may see the familiar place; the place he called "Home."


	46. Homecoming

The bright lights of the city were ones he recognized instantly. The electronic bill boards bright enough to make you think it was mid-day at 1am. The excited tourists hoping to get a glimpse of Avengers Tower, or see the web-slinger swing above their heads. The over-priced pizza cooked in an oven overdue for a replacement. Every corner of the city and its inhabitants yearned for his return. That constant sense of unfamiliarity had finally come to an end. Peter Parker had finally come home.

Only one problem. He wasn't alone.

All Might had perhaps visited America only a few times in his youth, so he hadn't recognized New York City straight away. Even if he could identify it, it looked far too different from memory. Its shape was the same, but the details felt all wrong. The very air he breathed didn't sit right with his lungs, as if it was the first time that he was breathing it. All he could understand was that this was a different city, let alone a different country. A different world.

Lumina was panicking within her helmet. When she grabbed Peter mid-fall, the stone must have responded to both their thoughts. The culmination must have opened a portal to his world on accident. Funny enough, she had only ever been to that S.H.I.E.L.D base on this world and nowhere else. She had never actually allowed herself to explore this other world in grand detail.

Peter was so far into shock that he dropped his mask right out of his hands. Could this have been real? Was this the same New York he knew? The same one he had grown up in for so many years? He had spent so much time dreaming and hoping of seeing this city again, to be able to swing from its buildings like he once did. Now here he was, the son returning home.

"New York City …?" All Might muttered, finally recognizing the city he barely knew, "It's been so long since I've …It looks so different."

Peter awkwardly shifted his eyes as everything else settled in. He was back in his world not only with Lumina, but with _All Might_. He had crossed the multiverse with someone unfamiliar with it. How was he supposed to explain this to him? Why did Lumina bring them here? Why was she there at all?

"Why are we here, Lumina?" Peter asked, "Why did you bring us here?"

"It's not as though I meant to," She answered, "I was trying to rescue you. I guess we came here on accident. It was kind of a tense moment back there."

"Rescue me?"

"From All Might. Have I not made it clear I don't want you getting hurt?"

"You sure that's why you rescued me?"

Lumina almost looked offended if not for her mask covering her face. She knew what he was getting at, that she may have only rescued him for the stones. However, as she thought this, Peter smiled and shook his head.

"Relax, I know you're not that kind of person," he said.

He's changed, she thought. His time as a fugitive has taught him quite a bit. She saw hints of his changing mind back when he was captive at the warehouse. Now, those thoughts had come full circle. Finally, he was seeing the grey area she so wished he was able to find, and understood that she did what she had to for a reason, even if he didn't agree with it. He didn't side with her goal, but perhaps he finally understood her motive.

"You two seem to be friendly," All Might questioned, "When did _that_ happen?"

"Calm down, Symbol of Peace," Lumina mocked, "He's not working with me, if that's what you're wondering. I just have professional courtesy. How many villains do you know have _that?_ "

In his anger he wanted to stand up and approach her but he was still weak from the fight. The wound on his ached and stung. Trying to enter his strong form proved impossible; Spider-Man's attack had drained the clock on it. He needed time to recharge before he could use it again. Lumina, the woman they had heard so much about, the villain hunting the stones, was right in front of him. This may be his only chance to stop her, and there was nothing he could do. Spider-Man, who boasted about the right thing, did not move against her. What did he know that All Might didn't?

Peter walked over to the edge and stared down at the city buzzing with life, "I've spent so much time away from home …I started thinking I would never see it again. The smells, the sounds, the sights …everything was starting to fade from memory." He knew, as much as he missed it, that he couldn't stay here. There was still so much to do back home; he couldn't end his journey just yet.

She knew what Otto would be saying right now, "Don't waste time! Grab the stones while he isn't looking!" He only ever thought about the job, setting a to-do list in his head and following it down to the smallest detail. It's how he coped when he was hurting, and he had been in constant pain for some time. Still, her conscious couldn't help but look around for Peters bag. Being on the run, he would have had to keep the stones as close to him as possible. Yet, as she looked, she found the bag was not here.

He was wearing his classic Spider-Man outfit, ripped and ruined from his fight with All Might. Normally he would have his bag on, but this was not one of those days. If it wasn't here, he likely hid it somewhere he could retrieve it later. They had only been in this world a few moments, which meant the bag was on the _other_ world.

A world he currently had no access too.

Now she didn't like what she was thinking, but it was a situation too perfect. She wasn't going to just do it, not without explaining it, an apology attached to the end.

"Peter …" She spoke up, stealing his attention away from the city, "When you arrived …I wanted to use you to get the stones because the villains couldn't get it done. After you ended up on the run, I didn't know where you were, and having you out there took heat off of me so I could work."

"…And?" he asked.

"I could have sent you here anytime if I knew where you were, it would have been easier to do that, to take you off the board …and now you don't have the stones."

As he began to understand what she was trying to say, he inched his body closer to her with one hand trying to reach, "Lumina, I know what you're thinking, please don't."

"You'll be fine …you'll _both_ be fine …" She said, backing away with the stone raised in her hand, "I'll come back for you when it's over."

"Lumina, no-!"

He tried to reach for her, aiming to swipe the stone from her fingers. The portal opened under her feet and pulled her through, disappearing into the floor as he tried to grab her. It closed, and he ended up grabbing at the surface of the roof with the last of the purple mist dissipating. He shouted at her even though she was gone, slamming his open palm into the ground.

"What just happened? Where is she?" All Might asked, not truly understanding the weight of the situation.

"Back in Japan," he said, turning around to face him, "She stranded us."

…

Nightmare paced back and forth in the warehouse with his hands held behind his back. Mayume had been gone too long. She left a while ago to find Peter and rescue him from All Might, and has yet to return home. Its technically been less than half an hour, but that was too long considering the subject matter. What was taking her so long? Had she gotten caught? Was she fighting All Might as well?

"Calm yourself, Nightmare," Otto spoke as he continued working on the gauntlet, "Pacing will do you no good."

"My name is Koji," He reminded him.

"Oh, Please. Koji Aihara was the boy who died 14 years ago. You're a shell of a man, a coward hiding behind a shield of lies he created."

Nightmare sped over to him with a knife in hand, pointing it toward Otto's neck. Otto held no reaction to what he considered a childish action, continuing to work despite the obvious threat on his life. In seeing his threat had no effect, Koji retracted the knife and placed it back on his belt, returning to pacing around the room.

"Your sister will be fine. She can take care of herself," Said Otto.

"Do you care about her _at all_?" Asked Koji, bringing his movement to a stop.

For Otto, there was indeed a time where he admired that amazing woman. She's so full of passion and drive, willing to push limits to reach her goal. Her ambitions were grand, rejecting the reality around them to mold it herself and get back what was stolen. That strength was what drew him to her. Yet, he saw that strength fade day in and out. He could see her losing confidence in herself and the mission, and it happened every time she talked to _Peter Parker._ The boy who boasts about responsibility, yet puts others in danger because of his mistakes.

A once powerful woman became a slave to her own fears.

A portal opened above them, and Lumina came flying through, landing on her feet as the portal quickly closed above her. It was so unexpected that it took a moment for them to register she was there. Once they had, only Koji rushed to her side to see if she was hurt. "What happened?" He asked.

"…I stranded them," She said, taking off her helmet and tossing it to the ground. Her face spoke of disbelief and disappointment. Not toward others, but toward herself, "I stranded All Might and Peter back in the other New York."

In hearing what she said, Otto finally dropped his tools and laughed loudly as he approached the sibling duo, "Brilliant!" he cried with joy, "Two of our most powerful enemies finally off the board!"

"I didn't _want_ to do it!" She shouted, pushing Otto away from her, "But Peter left his backpack here on _this_ world… And leaving him there for a while is our best bet at getting that bag and retrieving the stones he was carrying."

"'For a while'?" Otto sounded of disappointment, "Tell me you aren't planning on bringing them back here after you get those stones. This is better for all of us!"

"I am not a _villain!_ " She cried, one fist glowing with light, and the other brimming in darkness, "I don't treat others poorly on purpose! I saw an opportunity and took it!"

Otto, with a grin on his face, leaned in and said "That's what villains do."

She had no more to say, only a look of shock over her face as Otto towered over her. He was only messing with her. She wasn't like that, right? Lumina was only a mask she put on to move freely and without consequences. It wasn't who she really was. All for One once accused her of being a villain, pretending to be a hero. None of that was true and yet she stranded two _real_ heroes on another world, where only one of them was familiar. A villain _would_ do that.

Had she really become like those she swore to stop?

"We must move immediately," Said Otto, strolling back to his workbench and pulling out his laptop, "We need to figure out the last place Peter was with his bag before fighting All Might."

Koji and Mayume peered over Otto's shoulder as he worked. On the screens, he found camera footage from many of the city's security cameras, some of which even the police forgot existed; there was never a need to use them when criminals were often stopped before they could get away. Assuming Peter had come back recently, he monitored all the city exits simultaneously. When the time codes reached early morning, they found him swinging across one of the bridges.

"There he is," Otto confirmed, "Let's see where he went."

Switching cameras regularly, Otto followed Peters movements through the city. He swung desperately, trying to get where he was going as fast as possible. The recklessness of a child, he thought. Eventually, Peter swung to the hospital and entered on the roof.

"What was he doing there?" Asked Koji.

"It doesn't matter," Otto scolded, "Keep watching."

Time went by, enough where he needed to fast forward slightly to get any results. Suddenly, another figure leapt across the screen and jumped through one of the windows. Otto stopped the recording and hit rewind, but was unable to get a good look at the unknown figure. Instead, he let it keep playing. After the figure went through the window, not long after was when Peter jumped out that same window and swung away. All Might came out only a few moments after.

"He wasn't wearing his bag when he left," Mayume stated, "Find out where he put it."

Further examination required better angles, so Otto began to work through the camera footage of the hospital hallways. Unfortunately, there were no cameras in the individual rooms, only the hallways. He wasn't able to find Peter in the halls, but he did find All Might standing near room 616. When All Might went inside, he was only in there for a moment before running back out, likely to chase Peter.

They would have thought he left the bag in that room, until they saw another person exit the room soon after All Might. He was carrying Peter's bag on his shoulder, and it was none other than Izuku Midoriya.

"Midoriya," Said Mayume, "Peter's friend and old roommate. He gave him his bag because he _knew_ he might not be able to beat All Might."

"Then we take the bag from the boy," Otto said with a poison in his voice.

"Otto," Mayume sternly asserted, "We don't want to hurt him. We get the bag, and that's it."

"Fine."

"I'm serious," she grabbed his shoulder and forced him to face her, "If he gets hurt, I won't forgive you."

She was trying to get control back. To Otto, she hadn't led this crusade since Beck died. Now here she was trying to assert dominance over him. He didn't need anyone telling him what to do, but of course, she was the one with the space stone, and unfortunately had abilities that surpassed his own. "Of course, Lumina."

He spoke with her villain name as if to shun her for it, but she simply brushed it aside, for there were bigger things to handle.

…

Peter was without his bag, which meant a few problematic situations. For the immediate moment he was without any clothes to change into, so blending with the crowd wouldn't work out. He also didn't have his phone, so he couldn't just call Tony for help. The other problem was now Lumina was going to hunt his bag down, which meant going after Izuku, who has the stones he left with him. He had done that in case he couldn't defeat All Might, but now everything has changed. Izuku was on Lumina's radar now all because of him.

"We need to get back!" Peter exclaimed, "We have to find a way back, now!"

All Might shook his head, attempting to find his phone in the hidden pockets of his suit, "I can try contacting some friends who owe favors, they could get us a plane-"

"No, All Might! That won't work!" he said, remembering then that he couldn't easily explain why, "Izuku is in serious danger!"

"Izuku? Why?"

"I …I kinda gave him the stones I had before we fought."

"You what?!" All Might scolded, "You put his safety in jeopardy!"

"I didn't know what else to do!"

Grunting from distress, Peter grabbed his tattered mask and put it over his head. It wasn't perfect, but it did the job in protecting his identity. He was now in a world where no one knew his secret, so he had to get back into the habit of protecting it. There was so much on his to-do list now. He needed to find both Tony and Doctor Strange, more importantly the latter. Strange could send them back to stop Lumina, hopefully before she realizes Izuku has the stones. While he would like to stop by his Aunts house to restock on gear he left behind, getting back was far more important.

"I know someone who can get us back really quickly," Said Spider-Man, "Do you trust me?"

Trust. That was a word All Might was having trouble understanding. He was supposed to trust in the system assigned to him, in the people who made him a hero. Yet, that same system criminalized Spider-Man for doing everything _he_ did. There was only one difference between them, and that was that Peter didn't have a license. But was it really only that? Does an I-D decide whether you go to jail or not when it means being a hero? Of course, he had begun to realize now it may have been because of something else.

The government can't exactly profit off a vigilante.

"I trust you," All Might said, knowing he had no choice either way, "Let's hurry."

Being careful as not to hurt him further, Spider-Man held All Might up and leapt across the rooftops. He was still without his webs, so this would be a longer journey than he would like. As they maneuvered through the city, civilians had started to take notice of the wall-crawler carrying the symbol of peace. Some had cheered for his return, others told him to go back to where he came from.

"Some things never change," Said Spider-Man.

"It was always like this?" Asked All Might.

"Here's the truth, All Might," he decided that his secrets needed to come out one at a time, "I was never a legal hero. I've always been a vigilante even from the very beginning. Police have always hated me, even when I was able to team up with 'real heroes' like the Avengers, or the Fantastic Four. I became Spider-Man to help the little guy, because no one else will."

The fact he was always a vigilante didn't surprise him, rather it was that he's always dealt with a two-sided city. Half the people loved him, while the other half hated him. No wonder he wanted to safeguard his secrets so much; it must have been difficult to know who he could and couldn't trust.

Finally, they came upon a strange looking building. Atop the building was a circular skylight with a unique pattern that mimicked a symbol for a language they didn't recognize. Despite its unique look, not many people paid much attention to the complex. It almost seemed like it was invisible to the average eye, or rather, no one wanted to acknowledge it was there. Just looking at its window gave off a strange vibe, one that made All Might want to immediately leave. Little did he realize that's exactly what it was meant to do. "This is it," Said Spider-Man, "Hopefully the good doctor is in right now."

One brave leap allowed them to soar through the air and land on the roof of the Sanctum, sticking to the window that shined light inside. There weren't any obvious entrances from what they could see, which in hindsight was a good thing. It was doubtful Doctor Strange wouldn't try as hard as possible to ensure no one came into the Sanctum without permission. Spider-Man's usual 'through the vents' tactic likely wouldn't work this time around.

Instead, he held All Might tight and leapt down to street level, where people were immediately surprised by his landing. To them, it had been some time since they had seen the wallcrawler in the city. He had been absent since his fight with Green Goblin. They assumed he was with the Avengers since he was seen leaving with them. Having him gone though gave J. Jonah Jameson a field day, thankful that the menace to New York was finally rid of.

Spider-Man awkwardly waved and made finger guns to passing pedestrians as he approached the front door of the Sanctum. Once they stepped to the door, fewer people began to pay attention to them. Was that because of the building, All Might thought? Did it make people want to look away?

He knocked on the door and waited, flinching at the wound on his cheek now that the adrenaline had worn off. It wasn't too deep, but it still stung in more ways than one. Jin wasn't that close with Peter—they had only met a few times—but he thought he was a good person. He was odd, of course, but that wasn't his fault. Jin was just trying to survive in a society that rejected him for being different. Looking at it like that, it made sense he did what he did; joining the League of Villains. They _would_ be the only ones who truly understood the kind of rejection he was feeling.

Peter felt he could have saved him, instead he allowed another good man to fall into darkness.

"I'm sorry," All Might suddenly said.

Spider-Man turned around, keeping his body sideways in case he needed to quickly face the door when it hopefully opened, "About what?" he asked.

The pro hero hesitated, but his words escaped him despite how hard he fought it, "I've always known you were a hero. Ever since the attack on the school, I've known you were special. Before taking the job of hunting you down, I asked several people what I should do. Principle Nezu, Mt. lady, Kamui, and Overcast. I asked them all what I should do, and the majority answer was to leave you alone. Despite this, I took the job anyway. Now I realize I made a mistake."

Hearing Overcasts name was rough, considering the subject matter around her. All Might had no idea who she really was, and Peter wasn't sure he should tell him. Perhaps Peter thought he could still save Mayume before she does something she'll regret. What if All Might condemned her for being a villain without understanding why she was doing it? Then again, All Might wasn't like that. He clearly didn't choose to hunt Peter because of his personal feelings, "So why did you take the job?"

"Regretfully …my image. People look up to me as the Symbol of Peace. They expect me to protect them from every conceivable threat. As your reputation grew, so did the demand for your capture. With everything I can do, there was no way I could avoid people asking why I refused to act. The people need to feel safe, and I was convinced I was doing it for your own benefit as well as others."

"What do you think now?"

"…It's complicated."

To cut their heart-to-heart short, the door of the Sanctum quickly opened to reveal the buildings owner standing there. He was dressed in a fancy old robe with the hair on his chin cut elegantly. He wasn't one for big emotional reactions, as he chose to rather keep himself composed. Still, the Sorcerer Supreme felt a flurry of relief and surprise upon seeing the costumed hero standing before him, wounded and tired.  
"Well don't just stand there," Said Doctor Strange, "Come inside."

The two heroes were let inside and the door shut behind them, all going unnoticed by the people of the city. The inner Sanctum was very open in space, filled with artifacts like a museum. Everything they saw had a long story to tell, some of which were probably interconnected with one another. There was a magical property to the place that All Might couldn't fully comprehend.

The Sorcerer Supreme led them to a room upstairs full of more artifacts in glass casings. In one corner of the room were couches and drinks waiting on the coffee table. Neither All Might nor Spider-Man hesitated to sit down and finally rest.

"I've been trying to locate you for some time," Said Doctor Strange as he poured tea into two cups. He had yet to address the presence of All Might, but chose to put it off as he knew Peter would eventually explain, "Just a half hour ago, I suddenly felt your presence enter this realm again. How is it you found your way back here?"

All Might didn't know what he meant when he said "this realm", he assumed that it was fancy talk for something else. Since he didn't believe in magic, All Might assumed he was simply filling the part he dressed as.

Peter removed his mask and placed it on the table, resisting the urge to itch the wound on his cheek, "We ended up here on accident because of the space stone. I was in a fight, one thing led to another …"

"And now you're home. And with a friend," he finally addressed.

All Might waved, introducing himself as "Toshinori Yagi. You can call me All Might."

Peter eyed him with one eyebrow up, " _That's_ your real name? I'll stick with All Might. 'Toshi' sounds too much like that guy who interrogated me."

Strange handed them their cups of tea, and Peter immediately took a sip. It was warm with a hint of sweet flavors. Drinking it woke him up from his post-adrenaline fatigue. His shoulders were finally able to relax and droop at his side. Letting himself bask in that feeling for a moment, he was finally able to compose himself and get to the point of their visit, "We need your help, Doctor Strange," Peter said.

"Anything."

"We need to get back."

He didn't need to address where for Strange to understand what he referred to. What he didn't understand was why he wished to return. For All Might, perhaps it made sense; Strange could easily tell his aura wasn't of this world and he likely wished to return home. However, Peters tone of voice said that he too wished to return there, the question was why? After finally being able to come home, why would Peter only wish to return? The only explanation was that he had unfinished business.

"What's at stake?" Strange jumped to the point.

"The Infinity Stones," Said Peter, leaning forward with his elbows on his thighs, "Their stranded back there. A friend of mine has three of them, but some dangerous people have the others. There's one stone I don't know the whereabouts of, but I can assume they have it too. I don't want them getting the rest."

"What happens if they do?"

"Her name is Lumina, and she wants to resurrect her family, and use the limitless power to, quote, 'Be the hero others fail to be'. I know it'll get to her and she'll become too dangerous."

It was obvious by how he spoke that he was avoiding specific terms relating to the world they came from. All Might probably didn't know they were even on another world, and Peter was trying to keep it that way, "Toshinori," Strange addressed politely, "May I speak alone with Peter for a moment?"

All Might nodded and stood up, weakly holding his saggy costume over his thin body and dragging himself to another corner of the room.

Once he was out of ear shot, Strange leaned forward and quietly said "He doesn't know, does he?"

Peter sighed, lowering his voice down to the same level, "No, he doesn't. I don't know if his world is ready for the multiverse yet. Guarding this secret has costed me so much. Only two people actually know the truth."

"He's on this world now. He's going to learn the truth one way or another and you can't avoid that."

"Can you get us back or not?"

This wasn't something Peter wanted to deal with right now. He wanted to get back and save his friends before something happens, and he knew they were running out of time. Strange was their only hope of getting back as quickly as possible. His friends were now in danger because of him, and he was the only one that could save them.

"I can," Said Strange, "With your friend here, I can use his aura to find the other world more quickly. Still, it's going to take a little time, perhaps a few hours."

"A few hours?!"

"Without his aura, it's been taking weeks. To sift through billions of different realities, a collective of multiverses, it's taken quite some time. Only now do I have the means to pinpoint it more effectively."

It wasn't ideal considering the stakes, but multiverse travel wasn't a trip to the store. It was complex with roads that twist and turn constantly. Peter was honestly lucky that he didn't end up in the space between, or a world uninhabitable from which he would have immediately perished."Ok, ok, you're right. I'm sorry."

There was a loud knock on the door of the sanctum, fast and abrupt in nature. It echoed through the rooms at a pace too quick for patience. The desperation either drew one close, or drove others away. Who could be knocking, wondered Peter? Not many people were aware enough of the sanctum to come looking for anyone here.  
"I hope you don't mind," Said Strange, "But when I felt your presence, I went ahead and gave him a call."

A wave of his hand, and they could hear the front door unlock as it quickly opened. Footsteps rushed through the halls in desperation as a man jumped to the upper floor with one hand on the rails. He looked over the massive room and toward the corner where Strange and Peter sat, out of breath with his eyes wide open.

"…Hey kid," Tony said with a smile on his face.

…

He had never missed class before.

Izuku Midoriya had always been sure to arrive on time for class every morning. He was never the first one there, but he had never been absent as of yet. Today, however, was the first time that he chose not to go to school. How could he? Held over his shoulder was the bag given to him my Peter Parker. Inside the bag were three of the Infinity Stones that he knew to be extremely dangerous. With Peter fighting against his idol and mentor, someone had to keep them safe.

It just meant sacrificing his attendance record.

Many of the students hadn't yet returned to the school. They remained with the crowd and waited for All Might and Spider-Man to return. No one had seen them since they disappeared into the air during their fight. To avoid any suspecting eyes, Izuku kept to the shadows as he crept around. He couldn't return to school and risk being separated from the bag, nor could he go home and face his mother as to why he was there. Remaining hidden was the only thing he could do until Peter returned— _If_ he returned at all.

There was only one person who could help him right now; Itsuka Kendo. She was the only other person who knew about the multiverse and everything Peter was up against. He didn't want to bear this responsibility alone, and she was the only option he could look into. Peter was counting on him, and he couldn't let him down.

He watched the crowd from alleyway. They were taking loudly among themselves about their theories as to why All Might fought Peter. The news was branding him a villain on the rampage, one only All Might could stop. It was all lies, Peter wasn't a villain, but All Might's interference branded him one. The purest soul could go against All Might, and everyone would brand that soul a devotee of the devil. As much as he admired All Might, he couldn't deny how true that was.

Before he was able to approach the crowd and find Itsuka, he felt something metallic grab him from behind and chuck him to the other side of the alley. He held onto Peters bag with a death grip in dear someone mat rip it away. In front of him were three figures. One he knew from the auction house, Otto Octavius, sporting his metallic arms that sprung from his back. The others were Lumina and Nightmare, whom Izuku had never actually met face to face until now.

"Izuku Midoriya," Lumina's voice was masked with synthesizer, "Hand over the bag."

Just what he feared, someone had already come hunting for the stones Peter left behind. License or not, he couldn't let them take it, "It doesn't belong to you!" Izuku shouted.

"Don't make this hard."

"I know who you are!" He diverted the subject, "You're the villain who's been trying to get the stones. I know what you want and why, and it's not happening!"

"You _think_ , you know. But you are uninformed to the whole story."

Otto groaned and prepared to move forward, "This is taking too long," He complained, but Lumina held her hand out in front of him.

"Stand down, Otto," She commanded, "We don't want to hurt him, remember?"

"He has the stones!"

"And we must have _mercy!"_

Izuku seized the opportunity and engaged Full Cowling of his quirk. A single leap sent him flying across the walls of the alley and up to the roof, where his trail of lightning vanished out of sight. "Dammit!" Shouted Otto as he further extended his metal arms, climbing the wall after him. Lumina and Nightmare followed, chasing Otto more than Izuku.

The once quirkless child leapt across the rooftops whilst keeping the bag gripped firmly to his chest. He only looked back a few times to see the three villains in pursuit of him. Thankfully, he seemed to have the advantage in speed when it came to Otto and Nightmare. As for Lumina, she seemed to have been using her Light quirk to quickly catch up. Only with his quick turns could he avoid her.

Unfortunately, he was so busy avoiding Lumina that he didn't see when Otto had taken a shortcut and cut him off when he came around. Izuku found his body struck with the sheer force of one of his metal arms and he was sent crashing into a closed dumpster barrel. He bounced off the top and landed face first on the ground, bruised and tingling all over from the pain.

Otto landed with all his arms and approached the boy quickly and without mercy. Only with Lumina landing in front of him did he stop, "Calm down!" She said, "You got him, so lighten up!"

"We must do all we can to retrieve the stones!"

"Not my sacrificing mercy!"

"We don't have time for mercy!"

"Why not?!"

As they argued, Izuku attempted to stand up by pushing his body against the wall, still keeping the bag as close as possible. He tried to walk, but found himself limping from the pain that had yet to dissipate. He needed only a moment to get his movement back. Sadly, a moment was something he didn't have.

From the sky came Nightmare who brandished a blade in his hand. He landed with force and pinned Izuku to the wall with his elbow, the blade of the knife pressed against his neck. He had yet to use his quirk, so any movement would result in a quick and deadly slice. "Going somewhere?" asked Nightmare, "Hand over the bag or blood spills!"

Lumina ceased her argument with Otto and turned desperately to face Nightmare. This was the side of him he never wanted her to see; the side of the killer within him, "Koji, no!"

"We can be done with this quickly!" Argued Koji, "None of it will matter when we have the stones!"

"It's not about that!" Lumina pressed, "Koji, it doesn't matter if we can undo a death, a murder, or whatever! We shouldn't let that power allow us to stop trying to be good people! Remember why we're doing this! No one has to suffer like we had ever again!"

"But-"

"You can choose a better path. If you want to undo all the killings you've ever done, you have to start by refusing to commit another. He's just a boy, Koji! You were young once, too! Afraid of death as it stared you in the face."

"Yeah, I was," he snarled, "And I waited for someone to save me, and they never came!"

"So be better!"

Three simple words that seemed to hit him hard. Be better, she told him. Better than those who failed to do what was right. He became this way because of conditioning; no one was there to save him from the years of torment and training. If a hero had caught on that he was alive maybe he could have been spared, and reunited with his sister. Someone like that never came to exist; does that mean he has to take the role?

"Kill him, KojI!" Otto shouted, "We don't have time for hesitation!"

Lumina couldn't believe what she just heard him say. Izuku was only a child! How could Otto even consider something like that? She knew he had become cold since Beck, but this was an entirely new level. "Don't listen to him," She argued, "Please, make the right choice!"

Every instinct in Koji's body was telling him to do it, to end his life before he had a chance to move. As far back as he could remember, there was a voice that told him to kill, or be killed. Now, however, a new voice had erupted from the echoes of his conscience. It spoke softly, telling him to pull away and show the boy mercy. It wasn't an unfamiliar voice. It was the same voice who taught him right from wrong, who told him people could grow and be better.

It was the voice of his mother.

Gently, he pulled the blade off Izukus neck. The assassins body recoiled, feeling his heartbeat throughout his entire body. It was like refusing to feed an addiction for the first time, every nerve but the ones that mattered were fighting against it. His heartbeat echoed through his fingers, up his arm, across his temples and back into his chest, feeling every inch of his body all at once as his eyes readjusted. This was the first time in years he held his knife, and hadn't fully attempted to kill someone.

"…Thank you," Said Lumina with a gasp of relief.

The air was sliced next to her as Otto's metal arm flew past and struck Izuku to the ground. It pinned him by his face and slammed his head with great force, nearly knocking him out had he not seen and braced for it. Stars filled his eyes as cold metal pressed against his face. Otto came closer with one of his other arms lifted up. Pointing out of it was a blade aimed straight for Izuku, "We don't have time for this!" Otto shouted.

In seeing what he was doing, Lumina leapt forward in-between him and Izuku just as he thrusts the blade downward. She managed to push it off aim with her Light Quirk, but not before it struck her helmet directly in the visor. The eyes of the helmet ripped off, revealing a portion of her face underneath as she fell down facing Izuku.

When he realized he had hurt her instead of the boy, he removed his metal arm from Izuku, who barely managed to sit up. It was then that he had a good view—despite his injury—of Lumina with part of her mask destroyed. He recognized the dark skin and eye color, along with the blonde hair that was escaping through the hole. He hadn't met her as many times as Peter did, but he did enough research to know exactly who she was.

"…Overcast?" Izuku questioned. It couldn't have been true, yet the proof was in front of him. The woman who was meant to protect them, who saved Peter and fought for him so many times. Overcast, the Pro Hero, was Lumina? Did Peter know about this? Why did he never say anything? Why was _she_ Lumina? Overcast was a hero who graduated from U.A. Lumina was a villain who was stealing the stones. How could they be the same person?

Recovering from shock, Otto tried to strike Izuku again, but Lumina blasted the metal arm away and shouted at Izuku to "Run!" Her voice synthesizer was broken, glitching her voice beyond distinction. As weak as he was, Izuku activated full cowling and ran as quickly as he could.

"You're letting him get away!" Otto said just as Lumina had hit him with an energy blast, sending him back to the ground.

"You tried to kill him!" She accused, "That is not ok!"

"We need those stones _now!"_ he stood back up, using his metal arms to leap through the air over her. He did not account for her speed, as she quickly tackled him into the sky and landed with him on the roof. They struggled for dominance over each other until Otto pulled her off with one of his metal arms, getting up and launching after Izuku.

"Dammit!" Shouted Lumina, "He's gonna kill Midoriya! We gotta stop him!"

Nightmare managed to get to the roof just as Lumina had taken off after Otto. She had to stop him before he made a huge mistake.

…

For so long, Tony had been calling every day to ask Strange for an update on his progress. He waited in his office and researched ways he could help, making excused as to why Peter Parker was missing from school, along with his aunt at a later date. Everyone believed Peter was kidnapped or dead, then his aunt went missing too. Strangely, May had also being making excuses, saying that Peter was sick, so this was the excuse he went with spreading. Now, here he was, alive and well.

Tony stared and blinked as though the boy would vanish in a moment notice. Yet, he remained there apart of the reality he stood in, seeming just as surprised as he was. It didn't take long for Tony to make his way across the room and hug Peter tightly, officially realizing his presence here was real. The hug was short, but well earned.

"You look like crap," Tony smirked.

"And you look like you spent half a million on a half-quality haircut," Peter joked.

Tony smiled, exhaling in relief, "It's good to see you, kid. I knew Strange would get you back eventually."

Strange wanted to chime in and mention how often Tony doubted him, but found ruining the moment to come off as rather rude.

"You look like you've been through hell," Said Tony.

"You could say that," Said Peter, "There is a lot you need to be filled in on."

All Might remained on the other side of the room examining the many artifacts while the three caught up on missed history. Peter managed to give Tony the basics of everything that has happened since their separation, taking roughly 45 minutes to inform him. All Might would glance over at them every once in a while, causing Peter to quiet down over certain details. There were still some things he didn't want him to know, things he wasn't ready to tell him.

As Peter told his story, all Tony could think about was how to fix this. The stones were on this other world, which was a huge problem. The poor kid has been through so much and he had to take the responsibility off his shoulders. "Ok," Tony said as he stood up, "Strange should get us back there. I'll call the Avengers and assemble them here."

Peter stood up quickly after the Avengers name was mentioned, looking anxious at the idea of them, "That's not a good idea," He suggested.

"I'm sorry, did you hit your head on the trip back? If the stones are in the wrong hands, we need to assemble the Avengers to find them and stop her."

"Tony, no! We don't need to assemble the Avengers! I told you, Lumina isn't the kind of villain you're used to. She doesn't want to conquer the world or destroy the universe, or wipe out half of all life. All she wants is to resurrect her family, and use her power to 'become the hero others fail to be'."

It was simpler than purple aliens wanting to impress lady death, or galactic emperors bent on domination, Tony admits. All the same, these stones called for an Avengers level solution that Peter was denying. Why was he so sure they didn't need them?

"Tony," Peter continued, "Lumina is at risk of being corrupted the same way the stones previous users were. I don't think a team of muscle is what we need here. There may be a chance I can reason with her."

"You can't reason with people like this."

"You don't _know_ her! Not like I do!"

Tony recoiled and backed off slightly when he raised his voice. There was so much passion in his voice about this, about _her_. Most villains Tony met were nothing like he described. They didn't care what happened to others, and he wasn't ready to believe she was any different. "What do _you_ suggest?"

"Well …I think you and Strange would be backup enough. We aren't fighting a god this time around, just as misguided human. We're trying to save _her,_ too."

He had clearly put a lot of thought into this. Peter felt different than when he last saw him, more mature and calculated, yet passionate. Though, no matter how much he may have changed, he was still a kid in Tony's eyes.

"No way," Tony denied, "I got you into this mess, and I'm gonna fix it. I'm assembling the Avengers," Tony pulled out his phone and walked a short distance away, scrolling through his contacts as Peter threw his hands into the air with disbelief, then sat down with his hands on his face.

"Stubborn one, isn't he?" said Doctor Strange.

Peter always knew Tony was stubborn, and Its part of why he admired him. No matter what he was up against, he always pushed through it no matter what. However, this also meant he didn't know when to quit, and some problems didn't need his way of fixing it. The Avengers were meant to deal with planetary or even galactic threats. With the stones involved, Tony didn't realize this was different.

"He's scared," Strange stated.

"Scared of what?" Asked Peter with his hands still on his face.

"Of losing you again. You saw how happy he was to see you. He feels like what happened at the prison was his own fault, that he shouldn't have made a kid come with them on that mission. He's trying to fix it the only way he knows how, by ignoring everything and everyone else and doing it himself."

Taking his hands off his face, Peter thought about what he was saying. Tony never often showed emotional weakness, often choosing to joke through a conversation. Today, he did seem a bit different when he saw him. It was nice he wanted to help, but Peter knew that overdoing it would only make everything worse.

"I know Lumina," Peter said, "She's not a bad person. She's just hurting and scared. I really think I can save her from the stones before she's lost to them. Believe me, I used to think the same way Tony does. But I've learned things about her, and I can see she's not the supervillain everyone wants her to be."

"Much like how you aren't the menace people want _you_ to be."

"So, you _do_ get it."

"Peter," Strange sat down, adjusting his cloak as not to sit on it, "You describe Lumina's actions as being driven by fear and pain. Does that not mean others like Tony and yourself are the same? Isn't that why you became Spider-Man?"

He knew he was right, but that didn't change that Tony was going to take things too far. He didn't want to send an all-out assault at her anymore. In the beginning, he begged for the Avengers to save him. Now, he was beginning to think he was going to have to save _her_ from _them_.

Though All Might wasn't invited to be apart of the conversation, he did overhear most of the ending details about the Avengers. Peter had mentioned them once or twice in their classes and they seemed like a big deal. He always talked highly of them, so you'd think he'd jump at the chance for a team up. However, All Might knew Peter wouldn't deny their help if he didn't have a good reason.

Awkwardly, All Might left his corner of the room and approached Tony just before he could call anyone, "Excuse me, Tony, right?" he asked.

Tony turned to look at him, raising an eyebrow, "You're Peter's friend from …Japan. I'm trying to make a call right now, so …"

"That's the thing," All Might said, "You should listen to the kid."

A small pause overtook Tony before he shut off his phone and pointed an accusing finger at All Might, "There's the keyword, 'kid'. He's a child, he still thinks he can save everyone. Peter hasn't learned yet that you aren't able to save everyone in this line of work. I'm doing what I know is best. She needs to be stopped before she hurts someone."

"I don't disagree. She does need to be stopped, but not by punching her into submission. I really think the kid is onto something, and …" He paused registering what Tony said earlier in his sentence, feeling partially offended by his assumption, "Do you really think he doesn't know?"

"Excuse me?"

"You think Peter doesn't know he can't save everyone? You do know what happened to his uncle, right?"

"Of course I do, he died in a mugging. What's your point?"

Tony didn't know the specifics, but All Might did, and he only knew because Izuku had told him when Peter confessed the origins of his powers, "He died because the mugger who killed him was a criminal Peter let escape. He blames himself every day for every little thing he does wrong now _because_ of that one moment. I don't think there is anyone in the world who understands responsibility better than _he_ does."

Tony glanced over at Peter in surprise. He had never mentioned that detail of his uncle's death. Practically being his mentor, he thought he would have told him everything.

"All I'm trying to say is this," All Might continued, "Peter may be a kid, but he's no longer a rookie."

Strange called over to All Might, quickly stealing his attention away from the conversation. As he approached the sorcerer, Tony was left alone with the incomprehensible idea that Peter wasn't the rookie he remembered.

…

Izuku hopped from building to building, holding his own body tightly against the bag as the straps flaunted through the air. The green lightning seeping off his body gave a trail easy to follow for Otto and those behind him. Otto chased the boy in a fit of rage and desperation, clanking against the rooftops without hesitation or care for stealth. All he could focus on was the bag and retrieving it, even if it meant from the boy's lifeless body.

Lumina and Koji chased them from behind, doing their best to keep up. Lumina was slightly hindered due to the wound now present on her face. Koji could only dash forward in bursts, but still managed greater distance than she had.

She should have paid more attention, she thought; she should have kept him in line and seen what he was becoming, and how far into the dark he had gone. Even as she called out his name, Otto refused his onslaught toward Izuku.

As the once quirkless boy leapt into the air once again, Otto had caught up and slammed one of his metal arms into his body, sending him down into the street where civilians were walking. His entrance kicked up dust that cars swerved to avoid. There was only one crash into a lamppost that fell on impact, leaving the driver with a mild concussion. When the dust cleared, everyone peered over the boy from a distance, wondering if he was ok, and how he got there.

Otto landed with all four arms and caused a panic that made everyone run away. The moment they saw someone like Otto, so sinister looking, they branded him a villain and ran the other way. Some stayed behind to film it on their phones, but kept a safe distance from the scene as it unfolded.

"Give me the stones, boy," Otto demanded, "I won't ask again."

As terrified as Izuku was, he knew what was at stake. He wasn't going to give up the bag without a fight, no matter the cost. Peter entrusted this to him, after all. With a sting in his nerves, he stood up an kept the bag tight to his chest with both arms. His legs would be all he had to fight with, "Forget it!" he shouted.

The second Izuku rejected his demand, Otto launched one of his metal arms and struck him, sending him crashing into a mailbox. Letters and papers went flying through the air as Izuku's vision blurred. The back of his head made a direct impact, and he felt himself falling into a daze. Despite this, he shook his head and stood up with one leg bent to hold himself up.

"I was hoping you would say that," Otto grinned.

Before Otto could thrust another arm forward, Lumina leapt down and grabbed it tightly, pulling him in the opposite direction. Everyone watched in awe as the assumed supervillains fought against one another. Was it a struggle for power? Was one of them turning to the other side? None of them knew the context but those involved.

"Let go!" Otto shouted.

"Leave him alone!" Lumina shouted back, her voice synthesizer still damaged and glitching.

Otto didn't hesitate to lift his arm up and slam her against the nearest wall. When she didn't let go, he repeated the action again until she slipped off. Immediately he returned his attention to Izuku, who was still struggling to stand. She quickly lifted a hand and hit him with a Light blast that seared his back.

Nightmare came in quickly through the air after her attack with his blades in his hands. Otto however saw him coming and swatted him away, making the crowd gasp in awe. Another villain was fighting the man with robotic arms. It was clearer now who they were suppose to cheer for since they seemed to be ganging up on him. Still, was it a power struggle, or a misunderstanding? Lumina was clearly trying to save the green haired kid. Perhaps they turned to the side of good, or was it something else? The crowd couldn't help but theorize.

"Don't do this, Otto!" Lumina begged, "Don't kill him! Don't be the villain everyone thinks you are!"

"Then stop being the hero everyone thinks _you_ are!" he spat, "You pretend you'll do whatever it takes but you don't! You don't really want your family back, do you? You're just a coward! A pathetic girl in a costume!"

"That's not it, Otto!"

"Oh, please! All your power and you still needed help?! No wonder your parents died!"

That was what set her off. Her eyes glowed a terrifying bright white as she charged him. Her skin emitted light as she punched him, dodging his swinging arms. She was quick, quicker than his robotic limbs. Even when they managed to strike her, she was protected by a layer of light energy that forced them to spark off her body.

From her fingers, the light focused into a straight line stretching only a few inches from her hands. The light solidified into the similar shape of claws, and she used them to slice through one of his robotic limbs. It sliced clean through, leaving him with only three remaining. The severed limb twitched until all power had drained from it.

"I have hesitated, especially when it came to killing" Lumina said, "But I won't hesitate to _hurt_ you, Otto."

He struck again, and she jumped through the air with a spin. Her back scraped the edge of the metal arm. As she brought her hand back up, she sliced through another arm and severed it from him. Just like before, it twitched for a moment before stopping. This brought Otto down to his feet, from which Lumina fired a massive blast that sent him down.

By now, the police had arrived and began setting up the barriers. Fences and police tape cut off the street from civilians. In this world, it was all they would good for anymore while the real heroes came in. A few Pro's arrived at the scene to investigate, but found it difficult to actually get close to the fight. They weren't entirely sure who they were supposed to help; none of them knew the details of the conflict, so they didn't want to risk helping the wrong side.

One hero did decide to jump the barricade and rush in, but not to help in the fight. Miruko, even with her powerful quirk, chose first to run for the boy she remembered being Peter's friend from Hosu. The boy was innocent, she thought; he couldn't possibly be involved in any of this. As much as she wanted that rematch with Lumina, saving the boy was more important.

It wasn't always about beating the bag guy, not anymore.

"I got you!" Said Miruko as she picked the wounded boy up and began carrying him back toward the barricade.

Otto noticed Miruko taking Izuku away, or more accurately, the bag, and stood up quickly with his remaining arms raised. "No, you don't!" he shouted as he thrusts them both in their direction.

Lumina was the only one who saw it heading for them. She recognized Miruko as her friend, a Pro hero she befriended over the last seven years. Her body engulfed in light; her heroic instincts kicked in. She blasted herself forward as quickly as she could as the arms reached for the hero and the victim. There was no way she could bring the arms to a halt, rather she needed to divert them. As fast as she moved, however, she wasn't fast enough to fight her own momentum and bring her arms up. Her body fell between Miruko and Izuku, and Otto's arms as they struck her. One hit her in the stomach, knocking the wind out of her. The other struck her in the head, dead on.

On impact, her helmet broke clean off.

As she hit the ground, the helmet of Lumina had crashed onto the ground and broken into pieces which rolled away from her. Miruko had just gotten Izuku to safety when she turned around to see what the noise was.

Her heart seemed to stop and shatter all at the same time as everything went quiet and still.

The wind pushed her blonde hair out of the was she got to her knee's. Feeling the wind, she realized what had happened and put her hands to her head. Her eyes met with Miruko's as they both stopped and stared, a thousand thoughts running across one another. Once the shock settled in, Mayume was the first to shed a tear, knowing what this meant and what it would lead to.

Miruko nearly dropped Izuku upon seeing her face. They weren't as close as they were in the beginning, but they were still friends none the less. She helped Mayume learn everything she could about real field duty, and treated her as someone she could get a drink with. Never had she imagined this moment like this, when Lumina would finally be unmasked. Never did she think it would be her.

"…Aihara?" Miruko's voice choked as she fought her tears, refusing to cry in public.

Everyone's eyes and cameras turned to see her. Mayume looked around in horror as they stared at her. They knew exactly who she was, and now there was nothing protecting her. No mask to hide her secrets, to elude punishment for her sins. Civilians looked at her with disappointment, shame and even anger. How could a Pro Hero turn evil? How could someone like her become a villain?

Now seeing her face, they had branded her; Overcast, the villain.

Every muscle in Mayume's body seemed to crumble upon realization that this was it. Her secret was out, and everyone could see her for what she was, and chose to remember it however they wanted. Every terrible thing she did would now define her for the rest of her life and there was nothing she could do about it. There was no coming back from this, no redemption, not in a world where people will believe anything for the sake of comfort, to avoid that feeling of panic and tingling nerves that rush over your cheeks.

The very same thing she was feeling right now.

"…I'm sorry," Otto said, finally coming to realize what he had just done.

This was what triggered her. Despite all he did today, his apology is what set her off.

With all the emotions running through her body, she screamed as loudly as she could to the sky and released a massive wave of shadows from her body. The darkness flooded the street and robbed everyone of their sight. No one could feel anything outside their own flesh, not even the air they breathed until it was already in their lungs. Sound was muffled to a near silence. A few shuffles here and there were all that was made out. No one dared move in the worry they would find themselves somewhere they shouldn't be. Most hung onto to whatever they could, despite being unable to feel it. The only clear sound was the echo of Mayume's dreadful wail.

The shadows finally cleared up slowly like mist on a sunny day. Everyone regained their touch, their sight and their hearing. The street was now empty of the three villains, the only thing left behind being two of Otto's metal arms, and Lumina's broken mask.

Upon the shadows being removed, Miruko was found standing in the same position she was left in, completely in shock despite Mayume now being gone. It was only now she could feel again, and found she had her eyes open too long from shock. Closing them eased their pain and forced tears out of her eyes, of which she quickly wiped and sniffled.

"No!" Izuku shouted.

Miruko turned around and knelt down to him, immediately assuming he had been wounded, or perhaps someone else had. Instead, he found himself patting his chest as though something was previously there. "What's wrong, kid?" She asked through the stinging in her eyes.

"The bag!" he shouted, his voice cracking, "The bag is gone!"


	47. Be Better

Lumina is dead.

Everything she had accomplished, every drop of blood she shed for this cause, now she wouldn't live to see it. Lumina had fought as hard as she could, but in the end, it proved too much. Her heroic instincts had become her downfall as they were always destined to be. To the public, she was the villain causing random chaos, leading a group of villains on a path of destruction. No one paid attention to the fact that she never killed anyone, and hurt as few as possible. No one cared when Lumina died.

All that remained was the woman who birthed her.

Overcast, Mayume Aihara; a few names she had chosen to go by for some time. They felt about as real to her as the name of Lumina, an identity she took on anytime she wore that mask. That stupid mask. It let her give in to those villainous urges. She could pretend to be someone she wasn't and feel no guilt for it. That time was over now. There were no more secret identities, no alternate personalities, no excuse for her crimes.

To their eyes, she was a villain forevermore.

She had sat in silence on the chair closest to the television. Playing on the screen was a broadcast from the local news station, and it was all about her. They had paid civilians to gain access to the footage they filmed of her during the fight, when her mask was destroyed in front of dozens. Everyone had seen her face and had cast shame upon her in a second. All the good Overcast had done as a hero was undone by the sins of her other self. The terms 'Overcast' and 'Villain' were set next to each other, sharing a meaning in the dictionary.

Which was the original, and which was the synonym? No one knew, and no one cared.

Otto and Koji hung out in the back of the room near the work tables. Seeing what had happened, what he had done, Otto was still in shock. Everything she worked for was undone because of his impatience. The sound of her scream still echoed in his head and turned his face cold and heavy. It wasn't just color that drained away from him, but all sense of self. Finally, he could see what he had let himself become in his grief. For once, he feared what would happen to him.

For once, he feared _her_.

When Mayume finally stood up from the chair, both Koji and Otto recoiled. They waited as she came toward them, her shoulders fixed in place as her fists were clenched tightly. She was still wearing the rest of her Lumina outfit, but her mask was gone, exposing her face completely.

"Aihara …" Otto spoke quietly, "I'm sorry. I shouldn't have gotten so carried away-"

"Carried away?" She asked gently, doing everything she could to hold back her rage, "Carried away? Seriously? That's what you're calling that?"

"We needed the-"

"Don't-!" Her body glowed violently, the heat singing Otto's skin, "Don't mention the stones again! Don't you dare!" The light faded away, but her rage remained, "I told you that we don't sacrifice our mercy, not for any _one_ or any _thing_. You tried to kill a child, a freakin' _kid!_ "

"I know-"

"Do you?! Do you really?! Ever since Beck died-"

Otto's rage returned to him, and he got up in her face to reject her statement, "Don't you dare bring him up-"

She pushed him away from her, knocking him into the work table as fear resurfaced in his expression, "Don't you pretend that you're the only one who cared about him!" She shouted, taking back control of the argument, "I lost him too, Octavius! Just because the stones can fix everything, that doesn't mean we cheat the grieving process! We didn't even have them all, and you went and let the power get to you! Now, thanks to you, I've lost everything! My friends! My career! My reputation as a hero!"

"We can undo it all-"

"That doesn't excuse it!" she pointed to Koji without even looking at him, "Koji, my brother, the one who has struggled with murderous intent for years, managed to resist killing Midoriya. You— someone who hasn't killed in a long time and claims to want a fresh start— didn't even _hesitate_. You wanted to kill him. You were happy you had an excuse!"

She could see it on his face. No matter what she said and how loud she said it, he just didn't fully understand. With the stones, they could undo everything like it never happened. They would still remember, though, and that meant it still happened. She never wanted to lose the person who began this quest, that's why she adopted her alternate persona. Otto lost who he was a long time ago. She lost the man she could have loved the same night Beck had died.

That was the worst part. She _did_ love him. He was a good man with a clear head. Now, that man was dead, long before what happened today. She couldn't work with a man like him, not again, not after Goblin.

Mayume reached into her pocket and pulled out the space stone, vibrant and glowing in her hands. Her breathing quickened to match her heart rate which only fueled her thoughts. Part of her wanted to find another way, but with how close they were now, she just couldn't trust him anymore.

"Mayume …what are you doing?" asked Otto.

"…I'm firing you, Otto. You're going home," Said Mayume, "I never wanted to lose who I was. I brought you on because I thought the man you were deserved a second chance. The man you are _now_ , however, he doesn't."

He realized what she was talking about, and dropped to his knees begging, "Please, don't do this. I can change! I can be better!"

"With what time?" She asked coldly, "We've reached the end of the mission. I can't trust you anymore."

"No-"

"Were you ever even the man I thought you were? Did you manipulate me from the start?"

"No!" Otto jumped to his feet, putting his hands on her shoulders, "I never pretended to be someone else. Everything I said was true. I …I love you."

She had never heard him say it, and it actually made her hesitate. But in his eyes was desperation and fear. What he said wasn't out of love, but out of fear of the immediate future. "I did love you, Otto," She said, raising the stone in one hand, "But the man I loved died with Quentin Beck."

She stepped away as a portal opened under Otto's feet. Half his body had fallen in by the time he extended his two remaining metal arms and held himself up. The Intensity of the portal pulled on his body as he fought it with everything he had. He begged for her to stop, but she refused to respond verbally. Instead, she approached one of his arms and created a blade of light with her fingers, just as she had before.

"Please," Otto begged, "We can start over!"

"You can't reset everything," She glared, "Goodbye, Otto Octavius."

With one swift motion, she sliced the arm and executed his balance. His body dropped immediately into the portal, with his one remaining metal arm being the last to fall through. The portal quickly closed as to ensure he didn't come back. The arm he left behind twitched for a moment before finally coming to rest.

He was the last of her former comrades.

Most had left her for a better job. One had chosen to sacrifice his life for the cause they believed in, coming to grips in the end that it may not even happen. Now, she had to expel the last friend she had made on his crusade; the man she had chosen to love even if it had never fully flourished. Koji, her brother, was all she had left now.

She cried, for it was all she could do now.

She fell to her knee's in tears, holding a hand to the spot Otto had been before she expelled him. Part of her wanted to wish him back here and truly start over like he wanted. But she couldn't, not after everything. She couldn't react to every desire she had just because she could. She needed to accept that some things just had to happen, even if it hurt her.

"What do we do now?" Asked Koji, standing awkwardly against the work table.

Mayume, still drenched in her own tears, stood up and grabbed a bag from underneath the table. She stared at it, hating all that happened just to get this bag in her hands. She resented its existence. It wasn't even the bag she wanted, rather what was inside it.

She opened the bag and dumped the contents onto the table. Empty supplies for web shooters, web fluid, drawings of costume ideas came out first. Following was an extra pair of clothes. Finally, three multicolored stones rolled onto the table. Once they had, they seemed to magnetize to the other stones across the table, and moved toward them. They pulled into place like a set of pool balls. From her hands, she dropped the final stone into the pile and watch their shared vibration nearly shake the table.

"We need to finish the gauntlet," She answered, looking at the partially modified gauntlet to her left, "I want you to get started on it."

"What about you?"

Mayume slowly pulled out her phone, staring it down like it would disappear from her hands, "…I need to make a phone call."

…

In a massive conference room, many different Pro Heroes were gathered together. Normally the staff of U.A would meet in the teacher's conference room, but this was an issue beyond the school that required a different room in a discreet location. The room had a nice dotted carpet of green and brown colors. Half of the room's walls were covered with wood, while the other half was made of brick.

At the center was a massive round table with seats dedicated to many different heroes. The seats from the two closest to the window and outwards consisted of those in the top 10 hero rankings. The top 10 seats consisted of heroes like Endeavor, Hawks, and Kamui Woods. The outer seats of the circle were held for heroes numbered 11 through 25, which just managed to include Mt. Lady in the ranks.

Everyone was gathered to discuss one thing; the criminalization of the Pro Hero, Overcast.

"We should have seen it coming," Said Kamui Woods, "The way she overreacted at the trial of Norman Osborn was a sign."

"There's no way we could have known even from that," Argued Mt. Lady.

"I say we find the traitor and end this now!" Shouted Endeavor.

The heroes argued among themselves with different viewpoints. Some believed she was innocent, others ready to damn her in an instant. They were upset, and who could fault them for that? Someone they considered to be one of them had turned villain. It looked bad for the heroes, as now her reveal was sparking doubt in the trust of the public.

"Is no one else concerned that All Might didn't show up for this?" Asked one hero.

"He's hunting down Spider-Man right now, he'll join us when he can," Said Kamui.

Mt. Lady nearly stood out of her chair, "He's what?!"

"In case you forgot, Mt. Lady," Kamui scolded, "Spider-Man is a criminal."

In a one on one conversation, perhaps she could argue with Kamui over the subject. Here, however, she had two dozen heroes who were likely all against her on this. Instead of arguing, she sat back in her chair and pouted. Normally she would seem displeased about being at one of these meetings, acting more like a teenage girl than an adult, but she was surprisingly composed, thought the other heroes.

Kamui stood up, keeping his hands on the table, "We need to look at the facts. Mayume Aihara, who we all know better as the hero Overcast, has turned against us. She's become extremely dangerous, especially now that we know she has not one quirk, but two. She kept her other quirk hidden for so many years, who knows how long she was planning this?"

"I don't know about that," Said another hero, "She graduated top of her class with no signs of villainous intent. It may more likely be a recent thing."

"She betrayed us," Said Endeavor, "It's as simple as that. She pretended to be one of us all this time."

"Seven years of faking it?" asked Mt. Lady, "I don't buy that."

"When you've been at this long enough, you'll find it easier to expect this sort of thing."

Another Pro Hero put a folder on the table, passing it around for everyone to see, "As far as her quirks go," Said the hero, "We did some digging. Her mother passed the Shadow Quirk onto her, but her Light Quirk came from her birth father, who the mother left before she was even born. She clearly inherited both quirks, choosing to use only one for whatever reason. U.A files don't even have her second quirk on record. She never went public with this information despite records showing her birth father."

"Even though she isn't in the top 25," continued Kamui, "With the addition of this second quirk, she has become one of the most dangerous of us. Her shadow quirk alone made her an admirable foe, yet she never pursued the rankings. We can assume her to be far more powerful than what we previously thought."

At the mention of the rankings, everyone remembered how All Might wasn't there with him. He should have caught Spider-Man by now, having gone after him some time ago. The vigilante was good, but there was no way he could stand toe to toe with the number one hero. All Might should have him behind bars in no time, so his absence was confusing. He of all people would want to hear about a hero who betrayed them.

Sitting on this idea, they also noticed another hero missing from the ranks.

"Where's Miruko?" Asked a hero.

…

Despite the sun being out, it felt like a rain cloud was over her head.

Rumi Usagiyama, better known by her hero name Miruko, sat in the middle of a local bar with a drink in her hand. She was dressed casually, shirt and pants rolled up to her joints. It wasn't much of a secret identity since her rabbit ears were a part of her quirk. She sat alone at the front tables where the bartender served people. Some had asked for her autographs, or even a picture, and she reluctantly gave it to them. Most days she didn't mind the attention, but this wasn't most days.

She was fresh off an assignment; crowd control and rescue during a big villain VS villain showdown in the streets. She didn't expect too much until one of those villains was unmasked. Its all the news could talk about right now. They wouldn't admit it, but they loved being able to brand a hero as a villain. It made for amazing content that everyone tuned in for, because it didn't happen very often.

Rumi could barely look up at the TV and see the unmasking replayed over and over again. The woman she had sworn to beat after their first encounter ended up being someone close to her.

Mayume Aihara was Lumina, and that broke her heart.

Their history is simple, but treasured. They met soon after Mayume became a hero and got along well because Miruko was impressed by her strength. She always admired those who could hold their own, and her Shadow quirk was no joke. They would occasionally get a drink together after a long day of work, and sometimes even had a sleepover. They joked that it made them seem like teenage girls, a feeling they secretly missed. Even when training to be heroes, life was much simpler back in those days.

Now, things were much, much more complicated.

The news played the story once more, rehashing it in different ways to milk it for all it had. It was finally the last straw, and Rumi chucked her drink off the table and let it crash onto the ground. When it didn't shatter, it angered her into smashing it with her foot. No one wanted to tell her to pay for it, not because she was a hero, but because she was genuinely scary. They allowed her to walk out without saying a word.

Rumi strolled to the nearest alleyway and pushed her back against the wall, holding one arm across her chest and one hand to her face. Tears rolled down her cheeks when she thought no one was looking at her. It was only in the privacy of darkness that she felt she was allowed to cry.

Temptation made her want to call Mayume and demand an explanation, but would she even answer? Why would she want to hear from that traitor anyway? She was a villain, after all. That's what she was now, right? It's what everyone was saying she was. The proof was right in front of them. So why did she doubt it? Why did she want to believe in the one impossible explanation?

What if it wasn't that simple?

Temptation overtook her, and she pulled out her phone to start dialing. As she unlocked it, she found herself freezing in place. Should she really be doing this so soon after seeing her without the mask? Should she not take the time to process it rather than jump the gap now?

As she reached for the dial button, her screen was suddenly overtaken with black, before fading into a name with a green and red button option below it. It was an incoming call from the woman herself. It was a sign, fate was telling her this is what she needed, even if she didn't believe it.

She swiped her finger across the answer button, and lifted the phone to her ear.

"…Aihara?" She quietly asked.

" _…Usagiyama_ ," Answered Mayume hesitantly.

"You bastard!" Rumi shouted the moment she heard her voice, "After everything we've been through- goddamn it! I trusted you!"

" _Rumi-"_

"You betrayed everything we're supposed to stand for! You have about one minute before I go out, find you, and kick your ass!"

Her anger was expected, so her vulgar language didn't surprise Mayume when she heard it. If she didn't cut in now, she'd likely follow through with her threat, " _Just let me explain everything."_

"Explain?! Really?! I'd love to hear this!"

Mayume paused, taking a moment to collect her thoughts as she listened to Rumi's exasperated breathing over the phone, " _Do you remember a while back when I was fighting those criminals, and I asked for your help. You didn't show up until the last minute because you were in a talk show."_

"Yeah? So?"

"That's _why I did it. You didn't take the job seriously and it resulted in someone's death."_

"I _do_ take my job seriously!"

" _Many heroes don't. It's what got my family killed. Heroes have a habit of waiting until the villain causes some destruction so they look more heroic when they save the day. It's an unwritten practice for many of them. My goal, in the end, is to become the kind of hero everyone else fails to be, bring back any and all who die of unnatural causes, and eradicated the need for surprise funerals."_

"Cut the bullshit," Rumi threatened, "What is it you're really after?"

" _I have no alternative motivation. I was tired of being one of the only ones who cared less about image and more about saving the one life."_

This was directed at Rumi herself, and she knew it. She's always had the philosophy of letting heroes fight alone, otherwise teaming up makes them look weak. After Hosu, though, her viewpoint has been shifted slightly. If she knew Mayume at all, then she wasn't lying to her. "People have gotten hurt because of you."

" _I've tried to avoid as many casualties as possible."_

"We all know what you want is those stones. You really think all that power is worth it?"

" _What do_ you _think?"_

She had never given this much thought, but her answer was swift none the less, "I think being strong is important so you can protect those who are weaker. But you also have to be stronger than the power you're wielding. I think that's how a lot of villains are created, because they succumb to their own strength. If you are still the person that I know you to be, then I don't want that person lost to this new power."

" _You think I'm not strong enough?"_

"No, I don't. I think that if you don't give it up now, Overcast will die just like Lumina did today. All that's left will be Mayume, and I think after all this pretending, even _you_ don't know who that is anymore."

There wasn't much else she could say to her friend. Rumi had her cornered, every angle she tried was only met with retaliation. She hoped to make her understand, but she wouldn't budge. Rumi was as stubborn as they come, after all.

" _Bye, Usagiyama,"_ Said Mayume as she hung up the phone.

Rumi tried to tell her to wait, but the call was already disconnected. Immediately she tried calling back, but she was met with a robotic voice saying that the number was no longer available.

Even though there was no one around to see, Rumi still thought she had to hide the tears building up in her eyes.

…

All Might was asked to stay at the Sanctum while Doctor Strange worked to find a way back to his home. Only with his aura can he pin point where his world is, but that's a detail he doesn't disclose with him. In the meanwhile, Peter had done his best to sneak through the city and find his home in Queens. Since Spider-Man would draw more attention, he maneuvered the city as Peter Parker until he found his home. The door was locked, but his bedroom window wasn't. He always kept it unlocked for easy access as Spider-Man.

Entering the room through the window, he found it exactly as he left it. Pinned to a little board on the wall were equations for his webs only he understood. The room was kept rather tidy, but not because of him. Clearly Aunt May had chosen to clean it while he was gone because he himself was a slob. Spending most of his free time as Spider-Man left little room to clean up. In the corner next to his bed was a sewing kit, red threading still locked into the machine. He always said to May that he needed it for cosplays he would wear for Comic Con. He didn't know back then that she knew the truth.

He approached the wall above his desk and saw the photo's hanging there. One was of himself and his Uncle Ben 5 years ago, just after he won the science fair at school. He got a gold ribbon for it, of which was hanging from the side of the photo it was presented in. The ribbon was somewhat worn from time, and showing it off to visitors. Most of the photos were of Ben and May, as he didn't have many friends.

He turned on the police scanner in his room in his room as he started rummaging through his closet. Found inside of a box hidden at the back was an extra costume. There were no spare masks, only the body portion was available. Any time one was damaged, he would repair it while wearing the spare. He used to have three but was unable to keep up with the repairs, and was forced to scrap it down and reuse the fabric where he could. He remembered how often he would have to hide any fabric he would throw away from his Aunt.

He never realized she had always known.

His gaze traveled to his line of photos on the wall, one of which was of him, his aunt and his uncle. It was taken not long before Bens passing. He had hung it up after he died as a reminder of him, but now, it may become a reminder of _her_. With her heart disease, the wrong move or moment could cause her heart to stop, and she would pass from this world. He wanted to be there with her for every possible second until the end, but he was stuck here under a different sun. She needed him, and he couldn't be there.

The police scanner on his desk started to go off with the sound of a panicked police officer. He remembered retrieving the police scanner from a police scar that was nearly destroyed by a super villain; he recovered the scanner from the car and put it to good use. Turning it on when he came in— he realizes now— was habit. The police officer on the scanner started shouting about a shootout. He could hear the bullets flying in the background.

There wasn't much he could do to help Strange will All Might, but there was plenty he could do about _this._

Rushing to his desk, he found his bottom drawer was filled with a box of his web fluid pellets. Seeing them gave him such a rush of relief. It was like finding your stash after abstaining for so long, which he admits is likely not the best comparison. Quickly, he filled his belt and web shooters to the brim with the pellets and clicked them into place. With a fresh costume and a tattered mask, he leapt out his window and swung into the familiar world.

Swinging through the air and passing by the large buildings gave him a sense of safety. He hadn't swung from these buildings in what feels like forever, and he missed it so. People in the windows watched him go, filming him with their phones and likely sending the footage directly to the Daily Bugle. Jonah won't be thrilled to discover that the bane of his existence was back. Or perhaps he would be happy because he could use Spider-Man's image to sell more newspapers, likely about how horrible Spidey is. He would never admit his bestselling papers were about him.

The further he swung, the louder the gunshots were. He kept himself swinging a few stories above the ground for an aerial view. Down below him were three police vehicles with officers hiding behind them. Facing against them were three civilian vehicles without license plates. Criminals with guns were firing on them far more aggressively than they fired back. Most civilians ran, but some were too scared to move or found a place to hide.

Spider-Man landed on the wall of a building and looked down, thinking of the best way to tackle the situation. A direct assault would get him and the officers killed. The civilians who stuck around made it harder, but diverting the bullets was his best bet. He needed them aiming somewhere away from innocents, and usually, the best substitute was the symbol on his chest. A few well shot webs would disarm them before any bullets hit what they shouldn't. He would need to be fast or risk death not his own. Maybe he could survive more bullets that the average thanks to his self-healing, but others couldn't.

Just as he was going to move on, someone else beat him to it.

Flying past him quickly was a man in red and yellow armor, jets firing out of his feat. The invincible Iron Man had come to the scene, flying over the gunfight as everyone held their fire. None of them had ever expected _him_ to be here flying over them, getting involved in police matters. No one was more surprise than Spider-Man.

"Tony?!" Spider-Man exclaimed, "What are you doing here?!"

"Relax, kid," he spoke confidently through his helmet, "Just sit back and let me take care of this, ok?" He spoke like a parent putting his sick kid on the couch as he cooked him soup. He was so confident this would all be taken care of.

The thugs began firing desperately at Iron Man but the bullets only bounced off his armor with a loud 'ting'. The officers ducked down and let the event unfold without intervention. After the thugs had stopped firing, he lifted his arm and fired energy blasts from the cannon on his palm. The blast struck the enemy vehicle and sent it on its side, knocking the criminals over.

Iron Man fired again at the next vehicle, and this time it went up into the air at great speeds. Spider-Man's head began ringing loudly as he looked around the area, finding cowering civilians on the sidewalk where the vehicle was headed. He quickly reacted and shot two webs at the car, allowing the momentum to shoot him forward like a slingshot toward the car. The people screamed just as he came barreling over the car and placing his hands on the top.

His feet the ground just in time to catch the car on his shoulders. It was heavy, but thanks to his spider-strength, he was able to hold it up over the civilian's heads. They were shocked to see the web head saving them as he had been missing for some time. To see him there in all his red and blue glory acted as a symbol of hope. Finally, their hero had returned.

The remaining thugs after seeing Iron Mans power had surrendered to the police. There was no way they could take on an Avenger, they thought. Iron Man landed on the ground and his face plate lifted up, "All good, officers?"

"Yeah, thanks Iron Man," smiled the officer.

Most of the surrounding people had crowded around to thank Iron Man. Never did they expect one of the biggest Avengers would actually come down and help with something like this. Most wanted autographs or interviews, others just wanted to get close to him or take pictures. He was more than happy to pose with a few people for pictures, and signing various things for them.

Spider-Man had just placed the car on its wheels, ensuring that the stick was set to park rather than neutral. The small group of people he saved had finally stopped cowering and stood up straight, "You're Spider-Man!" One said.

Spider-Man had assumed they would tell him to scram and put his hands up, "I'll get going, I'm not gonna hurt you-"

"No, man! You saved our lives! We thought you were gone for good! It's really great to have you back again!"

He was surprised to hear this considering he was usually met with accusations of somehow being involved in whatever incident transpired, "Wow …thank you—I mean—you're welcome."

"If you hadn't jumped in, we would have been killed!"

"Yeah …" He turned around to look at Tony with a glare, "Glad to know you're safe …"

…

Doctor Strange held some kind of metal sphere around All Might as he sat on the couch. Strange never actually mentioned what it was that he was doing, but All Might wasn't going to argue with him. He was clearly the professional here and he didn't want to interrupt him. The sphere made a humming noise as he moved it around in the air. All he knew for sure was that this was going to get them back to Japan faster than a plane could. Toshi did _try_ and call someone but found he had no service. He just assumed it was because he was in a different country; he hasn't done a lot of international traveling lately.

"How close are you with Peter?" Asked Doctor Strange, trying to make conversation.

"He was my student," Answered All Might, "After getting to Japan he …got into the school I teach at. I tutor young aspiring heroes."

"Interesting. I know he had to go on the run. Tell me about that."

That was a touchy subject, especially now. Still, it would be nice to get all his thoughts out there, and this odd man was offering that chance, "He fought villains without a license. Vigilantism is illegal, and you need to be registered to fight. I chose to try and take him in, but he won."

"Do you believe he deserved arrest?"

"No, honestly. But people expected me to fight him."

"From my experience, the best heroes are those who act on the orders of their hearts to protect the hearts of others."

Thinking about this brought back other thoughts too. There were so many things that still didn't make sense. Why did Peter never try to contact home and get back, or call for backup? Why was there a supposed second Peter Parker in New York at the same time as he was in Japan? Why did he refuse to say anything during interrogation even after they had caught him?

"You're in distress," stated Strange.

"You have no idea," Said All Might, "I've been swimming in doubt and confusion when it comes to young Parker. I just wish I could make sense of it all."

Strange stopped moving the sphere around and put it down, a hand to his chin in thought. They knew what they were about to face was probably dangerous, and they needed all their players at full strength with a level head. If All Might was to be that, he needed closure. He needed _the truth._

"All Might," Strange sat across from him, "I know Peter wouldn't want me to say, but there's some things you need to know."

…

After the incident, people scattered and went about their days. Police were doing a sweep of the area in case they missed anything before driving away with the perpetrators. Iron Man stood on top a roof with one foot placed on the ledge. He was seemingly proud of himself for intervening when he did.

Spider-Man jumped to the roof with his shoulders tense. Tony lifted his face plate and approached Peter with a smile, "Hey kid, that looked pretty ugly back there. How're you doing?"

Peter ripped off his tattered mask to reveal a face full of pure rage. The sight was enough to make Tony recoil and back off slightly. Clearly, he was not doing as well as he hoped. "What in God's name were you thinking?!"

It was strange to hear him scolding Tony for he didn't understand why, "Kid, we got the bad guys," he tried to reassure.

"Why were you even there?! I had that under control!"

"What's the problem?"

"What's the problem-?! You were reckless! You nearly got some of those people killed! I thought you were supposed to be a professional!"

"I am-"

"This is where you _zip it!_ " He shouted without any care to what Tony thought, "You're Iron Man, founder of the freakin' _Avengers._ How the hell did you perform so recklessly back there?! Why were you even helping out?! A shootout is kinda below your pay grade!"

Tony admittedly acted a little reckless. Had he taken a moment to dull the power of his blasters, perhaps the car wouldn't have gone flying. Still, no one was hurt and the bad guys surrendered without any problems. In the end, it worked out, yet Peter was still upset, "Kid, with you being back, I figured you'd need a break, so I handled the shootout for you."

"Oh really? And have you been fighting crime for me since I left?"

Tony was silent.

"Of course not, because that's not what you do. When was the last time you stopped a sandwich shop from being robbed, or returned someone's stolen bag?"

He honestly couldn't remember a time he ever did that. He's fought many villains, but not often thugs in masks, "I can't remember when—what's your point to all this? We stopped the bad guy-"

"What about the _little_ guy?!" Peter didn't care how angry he got at this point, he just needed to let this out and Tony was here to take it, "On the world I was trapped in, heroes get paid to do their jobs. Because of that, they don't take it as seriously, and you just proved that true."

"Excuse me?!"

"Immediately after stopping them, you bathe in the limelight your fans shine on you! Meanwhile, you refuse to check on the people who nearly got crushed by the car you shot! Is posing for a good photo really more important than saving lives?! I know you stopped the bad guys, but that is never the number one priority, and that's why you aren't a street level hero!"

"Then what kind of hero am I?"

"You and the Avengers fight power hungry aliens and time traveling conquers. You protect the masses, leaving the little guy defenseless. That's what _I'm_ for! To stop bad guys—regular Joe's with no powers—from shooting old men in alleyways!"

Tony himself was getting angry now, his eyebrows lowering in disapproval. He had never heard Peter talk like this before, and it didn't make him happy. His only thought was to set him straight, "You don't get to talk like that!"

"Why not?! Because you're the invincible _Iron Man!?_ God among men who swoon any time he dares tread the same soil? People look up to you! People are _empowered_ by you! Like a little boy, terrified of the monster threatening him, and his only source of strength is the toy helmet on his head!"

Peter stopped now, realizing what he had let slip, squinting his eyes and backing off a moment to lean over the edge of the building. He had never actually spoken about what happened when he was a child, when Iron Man had saved his life. It wasn't something you bring up with your idol without facing embarrassment. At least, that's how his mind thought. He always assumed Tony laughed at his young-self behind his back for dressing the way he did.

Tony fully noticed what he said. He didn't understand right away, but once it hit, it hit hard, "I remember there was this robot attack a long time ago. There _was_ a kid in a toy helmet …was that you, Peter?"

Peter didn't answer him, opting to take a deep breath and look down at the street 12 stories below them. He despised how Tony just didn't understand what he was trying to say. Iron Man isn't a hero of the people, he's a hero of the earth. He's only ever fought on a massive scale; no wonder he overdid it when he tried to help in the shootout.

Peter sighed, looking out over the city, "…Some people just want to live the simple life. They just want to grow up, marry, have kids and work. And that's ok if that's all they want. Down there are thousands of lives, all happening at the same time. One man just got a promotion, the other just got married. One woman just got pregnant; another won a spelling bee. To each of them, their experience is their own," He turned his head to look at Tony, "That's who I protect."

"So do I."

"Not quite. You're earths mightiest heroes. You protect the earth from _Avengers_ level threats. Meanwhile, there's issues too small to pop up on your radar. When Goblin first attacked before all this happened, I was the one who arrived first. The Avengers didn't get involved until the situation was dire. So many things go unnoticed by the Avengers, The Fantastic Four, and all of you big time heroes. The little guy was left defenseless. Someone needs to look after them, and that's me. Why do you think I'm called your 'Friendly neighborhood Spider-Man'?"

"I thought it was just a nickname."

"It's more than that," He looked back over the city, taking it all in, "Leo's Pizza shop was robbed once. After I stopped that, the owner—Mr. O'Hara—wanted to give me a free pizza. Now there's a pizza meal named after me. There was another incident where someone assaulted an office building. I stopped it. A few days later, I'm swinging by that building, and hanging from the window is a basket of treats, goodies, and a note saying how thankful they were. What I do for them leaves an impact. I think the reason that more people hate me than _you_ is because they see me as a human being."

"You think they don't see me as human?"

"…To them, you're a celebrity. An idol they can't ever match up to. The unreachable golden standard. The point of Spider-Man is to look after the little guy and be there for them. While you're fighting intergalactic invaders, I'm helping an old woman across the street, visiting sick kids in the hospital, and talking someone off the edge of a bridge. Being a hero, to me, is _personal."_

He had never heard of these things happening with Peter; Events Tony never even considered being a part of. Sure, he's visited sick kids, but only because he was asked to by some foundation. For so many years, he's known only fighting the big guys who threaten the earth, or the country, or at least the whole city. Sometimes they even threaten to kill half of all life in the universe, all to Impress Lady Death herself. When Peter was helping these people and really getting to know them, what was Tony doing? Staying in his tower goofing off until the next big threat? Making new suits? Designing new A.I? Did he really never consider the little guy? When was the last time he actually thought about _who_ he was protecting and not _how many_?

"…Is that why you don't want me to assemble the Avengers?" asked Tony.

"…Yes," Peter admitted, "Lumina isn't …she's not a conqueror. She's my friend and I want to save her."

"I get that, kid, but it's not about that. The stones are extremely dangerous. Retrieving them is easier with a team of people. Maybe …I can't leave this earth defenseless, so we don't need everyone. What if we just brought Thor and Steve with us?"

Admittedly, it would be nice for Peter to have a little help. Whether he wanted to save Lumina or not, she had the Infinity Stones, and needed to be stopped one way or another. The fact that she was his friend can't hold him back from doing the right thing, no matter how guilty he felt about not stopping her sooner. To win this, he needed to swallow his Parker pride.

"…Alright, I get it," Peter surrendered, "Thor and Steve, plus you, Strange, All Might and I should be more than enough."

"Glad we reached a compromise."

These were thoughts about Tony that Peter had held in for so long. Tony was his idol, after all, and his approval had meant everything. Lately, though, he had begun to see everything so differently. He saw Tony's flaws rather than hold him in the limelight. He didn't want to be the next Iron Man, anymore. He wanted to be the best 'Spider-Man'.

"Strange should hopefully have something by now," Said Tony, "We should go check on him."

"…Right," Said Peter, slipping his tattered mask over his face, "Let's get going."

…

It wasn't easy for Koji to finish the gauntlet for his desperate sister. Otto's schematics design it to fit a smaller hand in comparison to the titan it was meant for. He had been breaking down the originals material and working it into a smaller version and following those steps without him was difficult. He had never seen Mayume get so angry before, enough to banish one of their teammates. Otto did screw up, but what if they still needed him?

Otto accused her of her true nature being that of a villain. The things she's done did support that theory. She left Peter and All Might behind in another world with nothing but the costumes on their backs. That doesn't seem like something she would have done a few weeks ago.

Then again, of all people to worry about her actions, he himself had no right.

Piled on the table were each of the Infinity Stones. So much blood, sweat and sacrifice went into collecting these 6 powerful stones together. Mayume had gained and lost so much for them, and finally here they were. Space, reality, power, mind, soul, and time. The 6 aspects of the universe under their complete control.

Did he have any right to wield that?

Desperation led him back to his sister. Desperation for a fresh start, reunion with his family and a new life. Among all this, he wondered whether he was worth a do over. In his mind, he could still hear the voice of his mother telling him to do the right thing; the voice he heard when he nearly killed Izuku Midoriya. He had never heard her voice before when killing, why did he hear it now? 14 years of killing and only now did he finally surrender to compassion. Why only now did his mothers voice reach him from beyond the grave.

Beyond the grave …

He looked back to the stones, specifically that of the soul stone. It was in the bag when he threatened Izuku. It could control and contact the dead, he remembered. Could it be? Had his mother actually called to him? There was one way to find out.

Slowly, he put down his tools and reached for the soul stone, feeling its vibration in his hand. A surge of power entered his nerves. It was unlike anything he had ever felt before. No wonder Mayume wanted these stones so badly; the power in just one of them was unreal. He could do anything with just one of these, and there would be virtually no one who could stop him.

"Don't surrender to it."

He turned around and expected to see Mayume there, scolding him. Instead he found nothing. Reflecting on it, the voice wasn't even hers. It was feminine, but one he hardly recognized. Hardly.

"Koji."

Looking to his right, he found three people standing there of a different lighting than the room provided. While the room was somewhat dark, the three people looked as though they were standing under a street light. Two were adults, a man and a woman. At their side was a child no older than 11. Immediately he recognized them, and it brought him to tears. Standing there before him was his mother, father, and brother, looking not as deceased as they once had.

"…Mom, dad, Daichi?" He questioned, standing up straight to look at them.

"Hello, Koji," Said his mother Ena, "Look at how you've grown."

"You look healthy," Said his father Kioshi.

Koji couldn't believe what he was seeing. It couldn't have been them, not really. This needed to be some kind of trick or illusion, if there was a difference. He had visited their graves as a teenager, only after he was allowed to roam free. "You can't be real …you died, all of you."

"We know," Said Ena, "But you brought us here, with _that_ ," She pointed to the stone in his hand.

Koji looked to the stone in his hand, of which could manipulate the souls of the dead. Had his thoughts really summoned them here?

"…It _was_ your voice," Koji confirmed, "When I almost killed that kid."

Ena walked forward and put her hands on his shoulders, "I knew you could choose a better path, Koji. You don't have to be what that horrible man made you into. You can choose to be better."

"That's what I'm trying to do! Mayume and I can bring you guys back to life! We can get our fresh start! We can do whatever we want!"

"We don't want that."

Koji froze, blinking a few times as though he had misheard them. He hoped he did, in fact, as she had just shattered his entire world with a single phrase, "What?"

"She said no," said his brother Daichi, "Didn't you hear her?"

"I did, but I don't understand!" Shouted Koji, "Why wouldn't you want to come back?!"

"Because our time is over," Said Kioshi, "We lived our lives on earth, and we've been gone from it too long. Besides, coming back comes with a price."

"What price?"

"You," Ena answered, "Just holding a single stone, you were losing yourself to it's power as Mayume has. The universe isn't a canvas to paint. If you do this, you will lose the best part of you."

"There _is_ no best part!"

Silence overtook the four of them. There needed no explanation, for they had been watching him for some time. Koji didn't believe he deserved any good as he was, that's why he wanted the stones. He needed to change his history, erase it from the world so he could really start over and begin a new life. Then, maybe, he could really truly deserve to live.

"All For One made me into this," he continued, "He made me a monster. Everything he did was to make me the villain he always wanted me to be. What …what right to do I have to change myself after everything I did?"

"None of that was your fault," Ena said, "You had no choice becoming this. Even if you did, there are better ways to change. The person you are now and the person you want to become are based solely on your past. To erase it is not only a crime against the universe, but a crime against yourself. I'm …not proud of the man you've become, but I have hope for the man you _can_ become. You can be better, and you don't need to give yourself to the stones to do that. You think you control them, but it's the opposite. Don't waste your potential by surrendering to power without the component of responsibility."

Kioshi and Daichi approached him and smiled, putting their hands on him to show comfort.

"We forgive you for all you've done," Said Kioshi, "Now you must forgive yourself."

"You're really strong, even without a quirk," said Daichi, "I know you'll find a way."

"We love you," Ena smiled, kissing his forehead and wiping his tears, "We love you both so much. Please, remain strong, and be better."

With those final words of encouragement, they vanished from sight like dust in the wind. Tears had fallen from his face and stained the dust sitting on the ground. His entire world shattered before creating a new one to inhabit. For years, he dreamed of a chance to talk to his family just one more time. He fantasized about receiving their forgiveness and permission to become a better man. Like before, he felt his heart beat through his entire body as everything shook and twitched. A weight he carried for so many years was now gone.

His heavy heart had finally become a little lighter.

A shuffling behind him quickly made him turn around and find his sister standing at the door from her office, tears in her eyes as well. She had seen everything but refused to interact; her lip was quivering from the experience. She wanted to approach immediately, but wasn't sure if that was the bets move.

"…You saw all that?" Koji asked.

"…I did," Said Mayume, "I haven't seen them in such a long time …"

Koji looked between her and the stone, before placing it with the rest and facing her with raised shoulders. He felt like a child trying to tell their parent about their misdeeds. A child who was scared to talk about their feelings in fear of rejection. This was something he needed to say, and even he couldn't believe he was saying it, "I think they're right."

"…Excuse me?" her kind nature suddenly shifted to something more hostile.

"You heard them; they don't want to come back. Using the universe as a canvas could get our hands covered in paint. What if we don't become the people we want to be? What if the stones really do dictate what we do and who we become?"

"We're doing this for others."

"We're doing this for _ourselves_ ," he corrected, "You and I are hurting so much that we'll do anything to make it go away …even disguising it as a noble cause."

She approached him quickly, her fists clenched, "I don't need another person accusing me of villainous intent! I plan to save people so no one suffers like we did!"

"I believe you! But what if that changes? All that power to do whatever you want and what if you use it wrong? What if you become everything that they say you are?"

"I won't!"

"You already have! You've done all these things, sacrificed so much, have you ever wondered if it's still worth the price?"

"I don't care what happens to _me_!"

"You should!"

She wanted so badly to slap him and get the sense back into his head. There was no time for that, though; no time to become childish. Looking behind him, she could see he had finally finished the glove for her. It was a miniature version of the original gauntlet that could perfectly fit her left hand. "I'll prove to you we're doing the right thing."

She tried to move past him to the gauntlet, but he remained in her way, "We can be better," he said.

"You have over a decade of criminal records," She reminded him, "We can erase that with a snap. Don't you want that?"

"…Why are we special enough to deserve that when so many others have suffered just like us? If we want to really change, we have to do it ourselves. I didn't see that before but I do now. When you erase a pencil marking, a faint image of it still remains. It's never really gone, and you can never really change the past without an echo left behind. Maybe …it's better to forge a brighter future instead."

"…I'm proud of you for changing, I really am, but let me through."

He stood his ground, standing up straight and puffing out his chest, "No. How many of your followers are gone now? Your friends? How much more must be erased and sacrificed?"

"Don't talk to me about sacrifice."

"You want these stones, go through me first."

A stalemate formed between them as they waited for one to make the first move. Koji wasn't budging from his sport, nor his ideals. Seeing his parents had finally set him straight and released him from the illusion he set for himself. Mayume, meanwhile, had fallen deeper into the dark and let herself be driven by her quest for power. While one was able to rise up, the other had sadly fallen from the podium. Neither of them was changing their minds.

Perhaps it _is_ time to be childish, she thought.

She engulfed her right arm in light and swung it at Koji, who used his burst of speed to dodge it and strike her in the stomach. She stumbled backwards, quickly recovering and grabbing him with a shadow claw. He was unable to dodge it after using up his burst of speed, and she threw him to the side. He rolled into a recovery and tried charging for her, but she blasted him back with a stream of light that kept him down.

"You know what, Mayume," he covered his face from the light shooting at his body, "I bet without your quirks, you'd be just as weak as me!"

"No, I wouldn't!" She threw back, "I could beat you even without them!"

He finally fell completely down and he ceased her attack, letting him rest from the pain. He breathed heavily as he tried to compose himself, but found he was too weak to get up. They sounded exactly as they did when they were kids, arguing about who was better. That's not what he wanted, not anymore.

"Had enough?" She asked.

"You cheated," he claimed, "You know …I used to hate the idea of quirks."

"That so?"

"Yeah …I was so jealous. Every hero and villain had one, it drove them to do what they do. I wanted to be just like that, instead of being normal."

"And now?"

He finally gained the strength to at least sit up and look her in the eye, "Now …I wouldn't mind if I was normal again."

Normal. A term she had boasted about to Goblin once upon a time. She told him it was ok for people to have a normal life instead of giving it to causes both villainous and heroic. That's what she fought for; the right for people to live a normal life free of danger and unexpected death. Villains have used their quirks to cause more harm and death than they ever would have if they were normal, and heroes only provoke the situation with their ego. The world could be different, and she could make it different.

 _Very_ different.

She grabbed the gauntlet and placed it over her left hand, slowly taking the stones and clicking them into place one at a time.

"What are you doing?!" Koji asked, still unable to stand up.

"Getting ready," She answered, "I need some time to think …about how I want to do this."

With each of the stones in place, their power connected with each other and fueled her body. She felt all of their power flowing into her, giving her strength she never thought possible. The rush was unlike anything she could have imagined. Her eyes glowed faintly of each of their colors as her brain absorbed the energy.

This was everything she ever hoped for and so much more.

She didn't even need to lift the gauntlet for a portal to open. Just before stepping through, she looked back at Koji and said, "I'm just …sorry," then stepped through as the portal closed behind her.

Koji was left wounded and alone as he always was.


	48. The Price of Infinity

Peter and Tony arrived back at the sanctum and found Strange and All Might talking to one another. There was a slight tension between Peter and Tony, but it wasn't all bad. Though a lot had been revealed and processed between them, there was a sense of clarity. Tony had been overprotective since his return, while Peter wanted to handle things his own way. In a sense, they both took the same approach to each other when they had their reunion. At least now, they found themselves on the right path.

Following behind Peter and Tony were two other heroes they had gathered on their way there. One was dressed in red, white and blue clothing and a shield on his back matching the colors. The other was a man with long blonde hair dressed in Norse clothing and a helmet with wings; In his hand was a hammer with glyphs in Norse language. They were none other than Thor and Steve Rogers, better known as The God of Thunder and Captain America; two of the best Avengers on the team.

When Peter's eyes met with All Mights, he could see an expression of surprise. It clearly wasn't about his return to the sanctum, or the extra heroes recruited for the mission, rather something much more serious.

"Young Parker," Said All Might, "Can we talk for a moment? Privately?"

Peter nodded awkwardly and moved to the side with him while Tony and the others spoke with Strange. The look on All Might's face was worrying; did something happen while he was gone?

"Strange and I spoke to one another," Said All Might, "He thought that I needed a level head before we proceed. Despite how angry you may be with him, he thought it best regardless."

"Best? What was best?" Peter asked, feeling more worried than ever.

How to go about this, thought All Might? The poor boy had been facing this all alone for so long with close to no one to confide to. Every fight, every conflict, Peter had faced it alone with few exceptions. Talking about this now breaks the status quo Peter had grown accustomed to over these months. He didn't want the boy to be alone anymore; scared and desperate to stay safe while keeping a secret as dire as this.

All Might looked back to Strange for a moment, before facing Peter with determination, "He …he told me things."

"…What things?"

"I know, Peter. I know everything."

That was a phrase he didn't expect to hear, not now or ever from All Might. It could have meant a multitude of things, but considering the situation, only one sufficed, "…Strange told you about …"

"…The multiverse," All Might confirmed, "I didn't believe him at first, but …he showed me things, images in my mind. I thought he drugged me or something, but it was too real."

Peter forced himself not to panic, gulping and keeping his composure. All Might could see this and tried to help him calm down.

"Take it easy, kid. It's ok."

"I …" Peter stuttered, trying to find the words, "I didn't know how to tell you. I wanted to say something for so long but I thought no one would believe me."

"I don't blame you. It's pretty crazy, even with proof. Strange showed me enough though …and I think I finally understand. It explains why there's two of you. One is just your …doppelganger, I think is the word? Knowing what I do now makes so much sense of everything you've done and why. I'm sorry you had to face it all by yourself."

Peter didn't cry as he expected he would, rather he sighed with relief. Another weight had been released from his shoulders, letting him jump just a little higher. All Might knowing his secret, as scary as it was, repaired their relationship as he hoped it would. He never wanted to be All Mights enemy, perhaps now he didn't have to be.

"I kept my secret out of fear," Peter explained, "I feared rejection, people thinking I was crazy. Being trapped on another world isn't in the rulebook of being a superhero. I didn't know what else to do but lie and suffer the consequences for it."

"You don't have to suffer anymore, kid," He put a hand on his shoulder, "I'm on your side. I always have been. It just took me a while to finally realize that."

"What now?" Asked Peter.

"When we get back, I can try vouching for you. Strange says he knows how to clear your name; we'll have to trust that."

Hearing that made Peter rush in for a hug. He was gentle just in case he hurt him while in his weaker form. They laughed as he hugged back. This was something he really needed right now, which was likely why Strange told him in the first place.

Doctor Strange smirked on the other side of the room, making an audible chuckle.

"Still mad at you," Peter called out to Strange, "The day of reckoning will come down on you in a scolding manner."

All Might laughed along with Peter before breaking the hug. Despite the understanding they have found, there was still one more thing to discuss. All Might knew almost everything now, and there was just one more secret that needed to be told before everything could come full circle. The one problem was that this was harder to say than anything else he's kept locked in the burning of his chest.

"…All Might," Peter started, "There's something you should know, before we do this. Something _else_ I mean."

"Of course."

"…I know who Lumina is."

All Might took a moment to process this, before fully addressing it, "Why did you never say anything?"

"It was her word against mine at the time."

"Why is that-?"

"It's Mayume," Peter blurted like ripping off a Band-Aid, "Lumina …Lumina is Mayume Aihara; Overcast."

He didn't want to believe what he was hearing, but found no reason anymore for Peter to lie to him. He took a step back with a hand to his chin, the other hand reaching to hold his arm in place. He looked to be thinking critically, but it was a façade to hide how devastated he was. How could she have been Lumina? She was one of the supporters of letting Peter roam free as a vigilante. Then again, seeing how friendly she was to him as Lumina made that attitude make more sense. Overcast was a hero, and Lumina was a villain; he was supposed to believe now that they're the same person?

"But …She doesn't have a Light Quirk," All Might argued.

"But she does," Peter retorted, "She kept it hidden all these years. For what reason, I couldn't say."

"Why would she do all this? Why would she pretend to be a hero?"

"The opposite, actually. She's masquerading as a villain; she's convinced if she can get the stones, she can revive her family and be a better hero than anyone else."

"Can she?"

"Yes."

All Might blinked curiously, "Why not let her?"

"The stones have corrupted everyone who has ever used them. She will succumb to their power and become more dangerous to the world than helpful. We have to save not only others from _her_ , but her from _herself._ "

To think a fellow hero had been the enemy all this time. Even then, she wasn't all bad as others had thought. All this time, she only wanted to save those she loved from the grips of death beyond life. Who could possibly blame her for that? Everything she's done is motivated by grief, but the world treats her like it's so much more nefarious. Heroes would turn on her in an instant despite all the good she has done.

Peter once told him the hero system was flawed; What if he was right?

"…Damn," said All Might, "She created Lumina because she _knew_ she would be rejected for her actions, her motives ignored for a simplified explanation."

"Now you finally understand what I've been saying?"

"…I believe I do," All Might lowered his arms, "Maybe the hero system does need fixing."

"Can't think of anyone better to do it but you."

Strange whistled at them and they turned around to see the other heroes gathered around a table. It was time, Peter thought, as he and All Might joined them in a circle around a metallic looking sphere. It was the same one Strange had used on All Might without explaining why. Now he could finally get an answer.

"Listen well, for I will only explain this once," Said Doctor Strange, "Using the Sphere of Vitality, I have absorbed some of the residual energy from Toshi's world and pin pointed an exact location. We will open a portal straight to his world, where we will find and retrieve the six Infinity Stones," he looked to Peter, "Tell us about Lumina. What are we up against?"

"She's got two different abilities," Peter started, "Shadow and Light. She can manipulate them both with ease. Her shadows can blind you in a pool of darkness where you can't see, hear or feel. Her light is scorching and powerful. Don't let her blind you or you'll be at a disadvantage. She's got Otto with her too, really dangerous. Four metal arms that are quick and strong."

"Copy that," Said Captain America, "Good to have you back, by the way."

Thor flipped his hammer into the air before catching it, "We shall not let this woman obtain such power under our watch. The stones must be retrieved at all costs."

"Promise me one thing," Peter asked, "We aren't going to kill her. We're saving her from herself before the stones corrupt her like it has everyone else."

Tony nodded, crossing his arms and looking to his friends, "Deals a deal."

Nodding, Peter took out his tattered mask and readied to put it on. Before he could, Tony reached out and stopped him.

"No way you are wearing that fashion crisis on your head," Tony grinned, "Here."

Tony handed to Peter a second mask. It was identical to the one he had, only it wasn't tattered. Looking at it closer, he recognized it as the mask he wore before being lost in the other world, the one he had before the prison. "Where did you get this?" he asked.

"You lost it at the prison. I went back and found it after you disappeared."

Peter smiled and nodded, putting the tattered mask down and slipping the old one over his head. It felt good to wear it again after he had lost it. Having worn the tattered one all day was starting to become bothersome.

"Is everyone ready?" asked Doctor Strange.

All Might nodded, flexing his muscles and finding the strength to initiate his strong form. His muscles grew into his suit and fit it perfectly. A smile as wide as the sky spread across his face, "We shall battle for the fate of not one, but two worlds!"

Tony stared in surprise at All Might's new form, before turning to Cap and asking "Can _you_ do that?" Cap only glared at him.

Strange gestured to Spider-Man and he came forward. Strange held the sphere up to him, "You know the other world better than us," He said, "Put your hand on it, and decide where we need to go."

"…Lumina's warehouse," Said Spider-Man, "I've only been there once, but that's where she operates from. We can ambush her there, but we gotta move quickly."

Everybody gathered in a large circle with Spider-Man in the center with the sphere. When he took it into his hands, the color began to change. First it was purple, then yellow, red, blue, orange and finally green. It alternated between these at a slow pace. In the air mimicked the northern lights in each of these colors. The lights gathered together and chased each other around in a vertical circle until eventually they became one with each other. Just above the table, a portal had formed with endless space inside of it. The lights pulled the air in many directions, all but inside of itself.

"I'll lead the way!" Spider-Man shouted over the raw sound of the portal.

This was it, he thought. It had to end here and now.

…

In the darkness of the warehouse, a portal formed to bring light from another world. The six different colors alternated slowly as the gateway formed just above the ground, stirring up wind in a vertical circular motion. For a moment, nothing had gone in or out. The portal remained content with its existence as it acted as a lamp in the dark. Then, without hesitation, six different heroes leapt through the portal just as it grew larger for their entrance.

Spider-Man was the first to leap through with his hands forward, his fingers on the triggers of his web shooters. All Might came next in a heroic hands-to-hips pose. Captain American and Thor remained behind him, while Doctor Strange and Iron Man were at the side. They jumped into defensive positions, expecting a fight to break out the moment they had landed.

That fight, however, never happened.

The room was all but empty. Tools laid on the table next to them, scattered recklessly about. The lights were off, the only light shining from both the portal and the windows above. A few yards ahead of them was a body on the ground, moving slightly back and forth. Even without his helmet, Spider-Man knew the body belonged to Nightmare. He held his hand up to stop his comrades as he waited for his Spider-Sense to go off. Nightmare was quick, any sudden movements could be bad for them. He had to be careful when dealing with him; this could all be a trap.

Yes, as he waited, his spider-sense remained silent.

Spider-Man dropped his defensive position and began walking toward the body. Iron Man grabbed his arm and pulled him to a stop, "What are you doing?" he asked.

"It's ok," Spider-Man answered, "My spider-sense has gone quiet. I think we're safe."

Cap remembered how useful his spider-sense was back at the prison, when he used it to help them avoid incoming fire. If his abilities could predict _that_ , it was trustworthy in his book, "I trust him," Said Cap.

"Make haste," Said Thor, his hammer still above his head, "We know not what threat may lie ahead."

Nodding, Spider-Man approached Nightmares wounded body and kneeled down to check on him. There were mild burns, nothing that wouldn't heal with time. He recognized the wounds of being Lumina's doing. What is Nightmare even doing here? Was he working with her? Was he sent to kill her? The latter seems more likely if she attacked him, "Hey," he said as he shook him awake, "Nightmare."

Getting a closer look, he noticed some interesting details about Nightmares face. His skin wasn't quite the same shade, nor was his hair, but he looked eerily similar to Mayume. In fact, they shared a lot of the same facial features. Crossing that with the sheer fact he was even here, that couldn't have been a coincidence.

Koji finally woke up and blinked the stinging out of his eyes, looking up at Spider-Man. Seeing him actually made him hopeful, but also terrified at the same time, "Mayume," Said Koji, "You have to stop her!"

"How do you know Mayume?" asked Spider-Man.

"My name is Koji, I'm her brother."

Spider-Man did a doubletake to process that. Mayume said her brother's name was Koji Aihara, and he had died a very long time ago. It was shocking to hear him call himself by that name, but the similar features of his face were evidence he was being truthful, "You're her brother? Her _dead_ brother?"

"It's a long story," He said as he sat up, "We don't have time for that right now."

"What are you even doing here?"

"I was working with her to get the stones. I came to my senses but she fought against me! She's out there right now with all the stones!"

"All of them?" Spider-Man didn't want to believe it. If she got the stones from his bag, that meant she had already gotten to Izuku. Hopefully he isn't too badly hurt, but he isn't going to hold his breath, "If Mayume has all the stones, has she already …?"

"No. She said she needed time to think of how to do it."

"What does that mean?"

"I don't know, but the look on her face …it worries me. After everyone found out who she was …I don't know. She started losing it."

He had only been gone a few hours, and he had clearly missed a lot. He didn't need to know how her identity had been revealed to the public, only that it was, and it likely caused a lot of problems. He knew how important Mayume's identity was to her. It protected her reputation, one of which was now nonexistent.

The other heroes listened to their conversation, taking in everything at rocket speed as though there would later be a quiz, "Geez," Said Iron Man, "We really did miss a lot."

"A novel's worth," Said Spider-Man, helping Koji to his feet, "Mayume is out there somewhere. She's hesitating with the stones. This may be our only chance; we have to move quickly before it's too late."

"You know the world better. What should we do?"

After ensuring Koji was ok, he turned to face his team of heroes. In seeing them, he froze for a moment. Five professional heroes were awaiting _his_ command. He had never been a leader before, not like this. The only experience he had was during one of All Might's classes, only he was leading students, not _professionals._ Just a few months ago, big time heroes would have never taken him seriously. Now, here he was, telling them what he needed them to do. They saw him not as a rookie, but as one of them.

So many years he spent looking up to them; Now they were looking toward _him_.

"Strange," Said Spider-Man, looking to the man of magic, "Can you track the stones?"

"Not well," Said Strange, taking a deep breath as his shoulders moved up and down, "The magic of this world is different. It'll take time to adjust to it. I can say with certain that the stones are in this city, but as for their exact location, I cannot say."

"Alright," Spider-Man nodded, "Strange, Tony, and Thor will take to the skies and search from an eagles eye view. All Might, Cap and I will take to the streets. Split up but don't stray too far in case one of us spots her."

Captain America reached into his belt and pulled out six comm pieces, handing them out to everyone but Koji, "These are long range communication devices. They should work on this world. Any of us spot her, call for help immediately. Peter, what should we be looking for?"

"Blonde, dark skin, either wearing tan clothes with an orange scarf or white and silver armor with gold highlights and shoulder capes. She may have Otto Octavius with her too. He won't be easy to miss-"

"Otto is gone," Said Koji, remembering how angry his sister was after Otto's outburst, "Mayume sent him home after nearly killing that kid."

Peter, knowing coincidence was rare, turned to Koji with worry in his eyes, "What kid?" he asked desperately.

"Uh …green hair? Short? Midoriya was his name I think?"

"Is he ok?!"

"He's not dead, but he got pretty badly hurt."

All Might stepped forward, the smile on his face dwindling, "I should look for him!" he declared.

Spider-Man raised his hand to the team, taking a moment to think and consider the new information. Izuku's involvement was all his fault. He never wanted him to get hurt like this, not because of him. After everything he put him and his friends through, this was a mess only he could clean up, "No. You're the fastest of us, All Might. You need to stick to the streets and find Mayume. I'll find Izuku and make sure he's ok."

"But-"

"Please, trust me. We don't have a lot of time."

Izuku was only on the path to be a hero because of All Might. He passed on his powers to him because he believed that he could be a better hero than he ever was, and exceed all his capabilities and accomplishments. Any danger he finds himself in, no matter the origin, is his fault alone. Still, considering the little time they have, and Peter's stubborn nature, there was no arguing with him. He had to trust he could protect Izuku and keep him from any further harm, "Very well," All Might agreed, "promise you'll alert me once you find him."

"I promise," Spider-Man nodded, "Get moving, and stay in contact!"

The team of heroes dispersed out the main door quickly. It still felt strange to command a team of high-class heroes, but nothing these last few months have been normal, anyway.

Spider-Man spotted Nightmares helmet on the table of tools and grabbed it, handing it over to Koji without hesitation, "Come on," He said, "I want you to help me find Izuku."

"…Are you sure?" Koji questioned, "I tried to kill you …I'm a villain. A killer. I almost killed Izuku myself."

Spider-Man paused, looking between Koji and the helmet before taking off his own mask and looking him in the eyes, "You didn't kill him, though, right?"

"…No."

"I don't know your story; I don't know what you've been through. I _do_ know that you're not the villain that I once thought you were. If I have learned anything these last few months, it's that no one—not even a villain—is beyond redemption."

"Even me…?"

"Especially you," Putting his mask back on, Spider-Man held his hand out toward Koji, "Take my hand, and you start your path to being better."

Seeing his hand reminded him so much of All For One. For a moment, he felt he was back in that room, and All For One was offering him power. This time, however, he was being offered something far more powerful than a quirk. He was being given a _second chance._ This time, he could change the ending to his story.

Putting his helmet on, he firmly took Spider-Man's hand.

"Let's find Izuku," Said Spider-Man.

…

One look at their phones, and everyone was set into a panic.

In the time between classes, students of U.A had taken a look at their phones to update their messages and look at the news. What they found had shattered their perspective of the world. Every news outlet was broadcasting the same thing; The reveal of Lumina. Within the day, everyone knew the truth behind her deception; everyone knew that Lumina was really Overcast. Even as they school day came to a close, it was the only thing anyone could talk about.

Outside the building, many of Peter friends had gathered to read the articles in full. Momo read it off her phone while Mina peered over her shoulder. They knew little about Overcast beyond when they met at the arcade, but it was still shocking none the less. Kyoka and Itsuka shared a phone in their hands to read it. While Kyoka Jiro wasn't familiar enough with her, Kendo was. She knew her from the trial, mainly, and from what Peter had said about her. To think someone that they were supposed to trust was the villain all this time. Did Peter know is was her? If not, what must he be thinking right now?

On the topic of Peter, she hadn't seen him since his fight with All Might, from which they bad both disappeared. She had been worrying over him for the entire school day, having to sit with it through every class and suffer inside as everyone else did. No one's heart was in it today, not even Bakugo. Stubborn as he was, deep down, he too was worried.

Uraraka Ochaco, rather than read the article about Overcast, was too busy trying to text Izuku. He hadn't answered her texts or calls. She first started worrying when he didn't come to school Now, after seeing him in that video about Overcast, where he was saved by a hero, she worried something happened to him. Was he hurt? Worse? Why wasn't he answering her? She should have called him straight in the morning rather than wait until she was at school. He could be hurt or worse and she couldn't do anything.

"I thought she was a hero …" Asked Mina as she peered over Momo's shoulder as they read the article about Lumina.

"We've been wrong about people before …" Momo said quietly.

"Not about Peter," Mina stated firmly.

"How can you stay so sure of him?" Momo put down the phone and asked her, "Everything the news has said and you still don't accept it?"

"Because I know him. I thought you did too."

Momo said nothing further. She did believe him a hero, but her guilt over her outburst when last they met was overrunning her mind. She didn't know what else to do with that guilt but translate it somewhere else. Perhaps pointing fingers at Peter wasn't the best way to go about it.

"Peter will stop her," Said Mina, "I'm sure of it."

Itsuka Kendo was unable to look at the article anymore, and pushed the phone back into Kyoka's hands being that it was hers to own. Kyoka quickly stuffed the phone back into her pocket after shutting it off. Clearly this was hitting Kendo harder than most others.

"Peter should have seen this by now," Said Kendo, "I haven't seen him since his fight with All Might this morning."

"All Might didn't show up to teach class, either," Said Kyoka, "The fight should have ended by this point, and no one has seen anything of them. I'm worried …"

Kendo's own phone had started vibrating in her pocket, far too rapidly to be a phone call. As she pulled it out, she saw there was a boatload of messages from one Izuku Midoriya. Each one was his desperate plea for her to call him as soon as possible. He sounded scared, and the monotone interpretation of texting made it all the more serious.

"Excuse me," Said Itsuka as she stepped away from Kyoka, calling her friend and holding the phone up to her ear. The second he picked up, he jumped into a flurry of panic.

" _Kendo!"_ Izuku shouted, " _Something terrible happened!"_

"Slow down, Izuku," She tried to calm him, "Take a deep breath."

" _There's no time for that! Peter gave me his bag which had two of the infinity stones with it! Lumina found me and stole the bag!"_

"She has the stones?"

 _"We gotta find Peter and do something! Have you heard anything from him?"_

"I was hoping you had! No one has seen him _or_ All Might since this morning."

Hearing All Mights name wasn't easy for Izuku right now. The man was still his idol and mentor, but right now there was bad blood between them. After he had agreed to hunt down Peter despite being told and even believing he was a hero, Izuku had a hard time thinking about him. His personal feelings aside, right now there were bigger things to worry about.

"Izuku, where are you right now?" Kendo asked.

" _Not far from the crime scene where Lumina was. I had to hide and get away from the reporters."_

"Ok, look, just stay there and wait for me. I'm coming to get you, then we'll figure out what to do. Trust me, ok?"

Considering what they were dealing with, Izuku felt Kendo was one of the few he _could_ trust right now, " _Ok, I'll be hiding in an alleyway just a block south from the area._ "

"Stay safe," She said as she hung up and stuffed the phone away. She turned to Kyoka quickly and said, "I need to get going. I'll text you later," And took off down the road. Izuku might be hurt, Peter and All Might are nowhere to be seen, and the stones are in the hands of Mayume. She had a sneaking feeling that things were about to go bad. _Really_ bad.

…

A portal opened atop a roof and Mayume stepped out of it, planting her feet on its surface as the portal behind her vanished. The city was lively below her, still talking about all that had happened that day. Everyone had their own theories to suggest, but the police and heroes only accepted one; Mayume was a villain who needed to be stopped. No one tried to understand that she was doing what was best for them, for _all of them_.

She was going to prevent early death for everyone in the city, maybe everyone on _earth_. No one would have to suffer like she had. Her family will breath the air again as they deserve to, and live out their lives the way they choose. Only they will decide when it ends.

Suffering, from this point, can become optional.

Why did everyone fight her on this? Was it not the job of a hero to end the suffering of innocents? Is it not her responsibility to do all in her power to save the lives of those who don't deserve to die? Shouldn't everyone have a second chance at life? This is everything she was taught about being a hero. Yet, when she finds the ultimate way to achieve this goal, everyone brands her a villain. She's thought long and hard as to why, and finally she has an answer.

"They don't want anything to change," She said aloud.

It's clear to her now that the government loved the existence of villains. The death and destruction they bring gives superheroes their jobs, and money rolls into the government's wallets. The moment people started using their powers to do good, they saw opportunity and made profit of them. They never cared about saving people, they only cared about making a mint off of heroes. Now, they live in a world, where villains _have_ to exist or the entire economy would collapse. No wonder her parents died that day; if they had lived, it would have upset their precious system. Death brings sympathy, sympathy breeds heroes, and heroes make money.

Money was everything to them, but not to _her_.

"I'll make everything _change,_ " She said, standing straight and watching the city below her. With her power, they were _all_ below her.

…

Above the skies, three new heroes had been flying about, scanning the scenery below. Some of the local Pro Heroes question who they were and why they were here, but they never often answered beyond a quick response. They weren't hurting anyone, so there was no call for panic, but there was still suspicion. The city was large and there was too much ground to cover even for three heroes of another world.

"Anything yet?" Iron Man spoke through the comms.

" _Nothing,"_ Said Doctor Strange.

" _No sign of the enemy!"_ Exclaimed Thor, " _Rogers?"_

" _Streets are clear,"_ Said Cap, " _Lots of suspicious heroes, though."_

"Keep at it. She's gotta be here somewhere. With her identity revealed, she can't hide for very long. She'll slip up eventually."

Closer to the ground, Spider-Man swung through the city with one hand and carried Nightmare with the other. Koji used to believe swinging wasn't that different from flight, but this experience was proof of how wrong that really was. Swinging was nothing like flying; there was so much more risk-reward to the technique, shots of adrenaline with each toss through the air. The average man couldn't stomach It for long. Thankfully, neither of them were average.

"I'm sorry my sister is doing this!" Nightmare shouted over the wind.

"Don't be!" Spider-Man shouted back, "I don't blame her! She lost her family, as did you! It's not only the event itself, but also the aftermath! Sitting alone with the event in your head will drive you into a seriously dark place! The self-torment she must have gone through is unimaginable!"

"You've definitely changed, haven't you?"

"No one is beyond redemption, Koji! Not even you! Why don't you tell me how it is you're even alive?"

As they swung, Koji explained everything to him. He explained how he was found badly injured after the attack and brought to All For One; how he was kept isolated for months at a time and trained in self-defense, given a quirk, and conditioned into being a killer. He told him he left All For One after his defeat by All Might, but couldn't rid himself of those habits he had developed. Only after reuniting with his sister could he reconnect with the humanity he lost.

"We're going to save her," Said Spider-Man, "before the stones corrupt her like everyone else."

"Everyone else?"

"An alien named Thanos once wanted to use them to wipe out half the universe just so he could impress Lady Death, who is basically the Grim Reaper. Norman Osborn—The Green Goblin—he wanted the stones to bend reality to his will. Revive his wife, make his son love him again, and so on. After that it was Tombstone who wanted to use the mind stone to make people addicted to his drugs."

"But they all wanted bad things, not like Mayume."

"They all sought the same thing in the end; perfection. It's unachievable, so when you have the power to do anything-"

"Perfection becomes the ultimate goal, of which you never reach."

"Exactly. It'll destroy her, and make her do things she would have never thought of before."

Nightmare sighed, holding on tighter to Spider-Man, "I've done things I never thought I would have too."

"We all have," Spider-Man retorted, "The point of life is to define it for yourself, not let others define it for you. You had no choice in becoming who you are now, but you can choose who you become next. You can be better than your previous self and be proud of it."

"You think so?"

"I do. We'll save your sister, then we'll save _you_ , Koji Aihara."

His kindness and compassion were welcoming after years of torment. He honestly felt bad for trying to kill him at the sports festival. Had he known the kind of person he was, perhaps he wouldn't have taken the job. Most heroes he knows don't fit the bill, but Peter truly inhabits the best qualities of a hero.

They arrived at the crime scene blocked off by barricades and yellow tape. A destroyed mailbox, cracked walls and severed metal arms littered the section of the street. It was everything Koji had described when they encountered Izuku. It was covered at every angle with police and reporters, both of which questioned everyone they could find. Spider-Man chose to stay at roof-level to avoid any unwanted attention. To the public, both Koji and himself were still wanted criminals.

"Ok," Spider-Man said as he put Nightmare down, "This is where Izuku was last seen."

"He could be long gone by now," Said Nightmare.

"Maybe …maybe not. I gave Izuku the stones to look after them. If I was him, and they were just stolen from me …I'd want to figure out a plan of attack. He's always one to think of strategies. Considering what we're up against though, he wouldn't do it alone. He'd want some help— some backup— but no one else knows about the multiverse except …Itsuka Kendo."

"Who?"

"She's my …my uh …" He became slightly flustered, "She's a girl who also knows about the stones and the multiverse. With me on the run, she's probably the only one he can talk to. She'd be getting out of school by now, so he would probably have called her. With all this public attention, he wouldn't risk moving out into the open, he's too smart for that. No… she would come _here_."

"So, Midoriya is still here."

"Hiding somewhere and waiting for Kendo."

"Are you sure?"

"He used to be my roommate. I'm _sure_."

Assuming the radius of the street where the battle was held, there were only so many places that he could hide. A few alleyways in the immediate area, but they also connected to other areas. He wouldn't go too far; those connected alleys only go so far from one another. He had to still be here, he just had to be.

Looking down at the streets, he spotted something else instead; _someone_ else.

Arriving at the crime scene was Itsuka Kendo, still dressed in her school uniform. The destruction of the street where the battle of villains took place gave her worry. She knew Izuku has been right in the middle of that conflict. What if he was more hurt than he let on? He sounded fine on the phone, physically anyway, but anyone can hide that with ease.

It had only been a few hours since he last saw her, back when he fought All Might. Even still, he missed her greatly. After everything he went through, all he wanted was to run into her arms and hold her, never letting go. Now, though, just for a moment longer, he needed to focus. His theory was right; she was here to find Izuku. If they did call, then she likely knew where he was. All he needed to do was follow her.

"That her?" Nightmare asked, looking down at the orange-haired girl.

"That's her; Itsuka Kendo," He answered.

Nightmare took a closer look, smiling under his mask as he eyed how intently Peter was looking at her, "Is she your girlfriend?"

Spider-Man turned red under his crimson mask, trying to hide a blush Nightmare couldn't even see under the cloth, "It's complicated! We haven't- It's not official- I mean I like her and she likes me but a lot has happened and we haven't really had time—can we just focus please?!"

Koji couldn't help but laugh at his awkward rant. Despite all his heroic qualities, it's not easy to forget that he was still a kid.

Itsuka roamed the area while trying to remain as discreet as possible. She knew exactly where to go because Izuku had texted her where he would be. Retracing his steps from after his rescue by Miruko, she walked just a block south of the area and found the first alley on her right. According to the green haired hero, this is where he ran to and stayed when he called for help. Making sure none of the police or reporters followed her, she went inside and looked around. There was a large trash can and bags of garbage. It was connected to a few different alleys like a maze; no wonder he chose this one to hide in.

She didn't have to go too far in, however, as Izuku was hiding behind the massive trash can. He looked bruised and battered from the fight, cowering not only in fear, but in shame and disappointment. Itsuka immediately rushed to his side and looked him over, "Are you ok, Midoriya?"

Izuku didn't answer right away; he was too busy trying to fight off his tears. He had tried to accept his failure, but found it hard to see it as reality. Now, interacting with someone, talking about it, it finally became real, and that hurt more than anything, "I screwed up," He said, "I let Peter down and now Mayume has the stones!"

"Midoriya-"

"I was supposed to protect them and I failed! What kind of hero am I?!"

"Midoriya, no!" She commanded, "You are not a failure. You did everything you could to protect the stones. You're only one person against _three_ villains. None of what happened was your fault."

"But-"

She wiped his tears, moving his face to focus on her, "It's going to be ok. We're gonna find Peter, and we're going to stop Overcast before it's too late."

Izuku couldn't understand how she was staying so positive. Then, he took a closer look at the expression on her face. She was just as terrified as he was. They both knew what the stones could do in the wrong hands and that scared them to the bone. Despite that overwhelming fear, she chose to remain strong in the face of danger. That's what a hero was suppose to do, and she was inhabiting that mindset perfectly.

Spider-Man, who had been watching them from above, leapt down and landed in his classic position. He startled them into a defensive position, from which he raised his hands in surrender and used one to remove his mask, "Don't shoot! It's me!"

Seeing him, Itsuka dropped her defenses and ran into his arms as he stood. All of her worries and fears immediately washed away as their arms wrapped around each other. The tears she was holding back finally released and rolled down her cheek, "Thank God!" She said, "I missed you so much!"

"I missed you too, Kendo!" he said while laughing, before gesturing to Izuku, "Get in here, make this a group hug!"

He hesitated, still thinking about his failure to protect the stones. He thought, for a moment, that he didn't deserve to feel reunited. That fear was dwindled when Peter temporarily broke his hug with Kendo to pull Izuku into the fray. The three remained close with their arms wrapped around one another, sighs of relief all around.

"It's good to see my favorite other world-ers again," said Peter, "That's right, I have favorite other world-ers. And yes, that's a word now."

In the heat of all the worries and stakes, being in that hug gave him hope. His friend, his romantic partner yet-to-be, in his arms and sharing their warmth; there was a sense of safety not felt in a long time. It made him want to drop everything and just be with them, forget all they were facing and focus on here and now. Unfortunately, that was not a luxury they have earned, not yet.

"Peter …" They broke the hug but still remained close as Kendo spoke first, "Overcast …she's…"

"I know," Said Peter, "She has the stones, too."

Izuku twiddled his fingers, refusing to look him in the eye, "I'm sorry, Peter. I should have protected the stones like you wanted."

"No," Said Peter, putting both hands on his shoulders, "I should never have put you in that position, Midoriya. You bought as much time for me as you could. I don't blame you one bit, ok?"

Smiling, Izuku nodded and hugged his friend once more.

After breaking the hug, Peter turned his body to face them both equally, "Ok, let me get you up to speed. Mayume has the stones, and we need to get them back. Some heroes from my world are here to back us up."

"Strange got through?" Asked Kendo.

"Not exactly, but same results. We tried finding her at her base but Nightmare was there instead and told us everything."

"Wait, as in the assassin from the sports festival?"

"Turns out he's her brother who everyone thought was dead. He was working with her but bailed at the last minute. We can trust him; my spider-sense hasn't gone off just yet around him."

Kendo hadn't interacted with Nightmare very much, even at the sports festival. She only knew that he tried to kill Peter on orders from Tombstone. How Peter felt he was able to trust him was a mystery. Despite that, she trusted Peter, so she would have to trust Nightmare too.

"How do we find her?" Asked Izuku.

"We're covering every inch of the city. She's gotta still be here."

"Let us help you!"

"Guys-"

"Peter," Kendo took him by the hand, "We're in this together, remember?"

He had to admit that they worked well together all those other times, even when he tried to push them away. He cared for them, for _both_ of them, and he didn't want them getting hurt. What he always forgot was that they wanted to be heroes too. They had powers just like him; they were anything but defenseless. His Parker Pride needed to take a backseat for this. Besides, he _did_ want to work with them; he wanted to _trust_ them.

"…Ok," Said Peter as he put his mask back on, "Can I borrow one of your phones?"

Izuku was the first to offer, pulling out his phone and handing it to him. Peter quickly stuffed it into the pocket of his costume.

"Kendo," said Peter, "Stay with Izuku. If you find Mayume, call his phone, and I'll come swinging."

"Please don't lose and/or break my phone," Begged Izuku, "I don't think my mom can afford me another one."

"I promise, I promise. Stay safe, both of you," Said Peter before swinging away.

Kendo took off her school jacket and wrapping it around her waist, "Come on, Midoriya!"

The two aspiring heroes ran back into the streets with only a single cause on their minds.

…

All Might in his strong form stood atop the tallest building he could find and looked over the city he swore to protect. It hadn't been long since his fight with Peter, so he likely couldn't retain this form for very long. They needed to find her before he was rendered useless to them. The thought of Lumina being Overcast still got to him. They hadn't spoken often, but she seems like someone who really cares about people. She even suggested All Might back off from hunting Spider-Man, someone who was _against_ her. A true villain would have taken advantage of the moment, but she didn't.

There's good inside her; that must be what Peter see's.

" _Got anything, All Might?"_ Asked the voice of Captain America through his earpiece.

"Nothing," Answered All Might, "Will we know if she uses the stones?"

" _Doctor Strange says they give off a specific energy reading. If she uses them again, we'll definitely know."_

To think these stones could corrupt a hero as admirable as Overcast was fascinating as it was terrifying. Every good thing she ever did was undone all in a single day because of her pursuit for these powerful gems. He had only the faintest of ideas what they were capable, and he was worried to see what they could do together, "What happened to the last person who wielded the stones?"

 _"It was an alien named Thanos. He was on a mission from Lady Death to wipe out half of all life in the universe. He actually succeeded until we found a way to reverse what he did. He was corrupted by the power just like everyone else. Its like these things have minds of their own, possessing their wielder and changing them."_

"Where did they come from?"

" _They say they were created as a result of the big bang, each controlling a piece of the universe. Apparently, they've been around forever. I know how crazy it sounds, but you get used to it."_

"After learning about the multiverse, that's actually easier to digest than I thought."

Their conversation was interrupted by the sound of a small jet engine. Iron Man landed on the roof of the building with a clank, approaching the number one hero with stealth thrown out the window. Though he couldn't see his face, All Might could tell how irritated Tony was.

"No sign of her yet," Said Iron Man, his voice projected through a microphone, coming out more robotic sounding, "We should have found her by now. Where could she be hiding? You can't exactly keep an Infinity Gauntlet below radar forever."

"She's bound to slip up, so keep your chin high," All Might exclaimed.

"How can you stay so cheery?" Iron Man asked, noticing the large grin plastered to his face, "How can you keep smiling with what we're up against?"

This was a question he trained himself to answer. It's the same question he asked his own mentor when he was under her teaching, back when he was just starting out as a hero. He was taught by the previous holder of One for All, and she always had the same motto when it came to being a hero, a motto he lived by ever since her passing.

"The people need someone to rely on," Said All Might, "I want to be the pillar that gives people hope. If I have to save someone, that probably means they've gone through something terrifying. Real heroes don't just save lives, they save a person's heart too. No matter how scared you are, you should smile to show that things will be ok. In this world," He turned his head to look at Tony, "The ones always smiling are the ones who are the strongest."

All Might was likely as big a hero as Iron Man was, yet he sounded lime Peter. Even with his reputation as massive as it is, All Might has never forgotten his true purpose. He protects the little guy, not just by saving their life, but their heart too; That must be what Peter meant when he wanted to save Mayume. He didn't just want to stop her, he wanted to save her from herself. That was the piece Tony was missing.

It isn't about the life, its about who owns that life.

"I …" Tony began slowly, "I've spent so much time in my lab. I built this armor not only to save my own life, but to escape a kidnapping. I've …I've only ever done the big fights. Taking down missiles, stopping nuclear wars from happening, saving the world from destruction. My victories are based on the amount of lives I saved. Peter made me realize …I don't know a single name of anyone I saved. Now, there's this …what's the word?"

"Guilt?"

"…Yeah, guilt. There's this guilt that I can't shake away. What do you do to get rid of it?"

"The most important part to being a hero is being as human as you can be. When you're an Iron Man, or a Spider-Man, that's difficult to see. We have to remind everyone we started the same way as them; flesh and blood."

Iron Man kneeled over the edge and looked down on the city. He had only ever seen it as a battlefield for all his wars. Now, he couldn't stop thinking about the lives living in it. Not just how many, but the singular identities of them all, "How can you possibly care for that many people at once?"

"The best you can," Answered All Might, "That's all any of us can hope to do."

Tony smiled under his helmet, "I can see why Peter likes you."

"The feeling is mutual. He's so young, yet, he understands the most vital parts of being a hero. In reality, it's _him_ who inspires _me_."

"Yeah …me too."

…

It was a strange but welcoming feeling that Spider-Man felt as he swung. Knowing that Kendo and Midoriya were out there watching his back was something he wasn't used to. He had always taken the solo route as a hero, never making the assumption he'd have backup. Now, he had a whole team of heroes; beyond that, he had his friends. The two people he trusted most on this world, who knew his secrets and guarded his weaknesses. All he wanted was to protect them, but now he needed to let _them_ protect _him._

"Hey, web-head!"

To his right as he swung, a woman was soaring next to him. It was the rabbit hero, Miruko, leaping off the ground to give herself momentum in the air. She angled her jumps to remain aloft for as long as possible while confiding with the arachnid. The look on her face was stern and focused, somewhat angry in the eyebrows. For a moment, he thought she was going to kick him out of the sky, but a lack of a spider-sense told him otherwise.

"What's up, doc?" Spider-Man joked.

"You swing by here often?" She asked, making another leap to keep height with him.

"That your attempt at flirting?"

"Don't flatter yourself, wall-crawler."

She came to a full landing on the street, cracking the surface on impact. Spider-Man tugged on his web to fling himself downward, sticking to the wall of a nearby building close to the ground, keeping balanced with Miruko's standing height. She approached him with her hands on her hips, her stern look remaining on her face.

"Thought All Might would have caught you by now."

"He wishes," Spider-Man smirked under the mask.

"Slippery little bug, aren't you?" she smirked as well.

"You here to arrest me?"

"Not this time, kid."

"Then I assume you're looking for Lumina."

Miruko's smirk faded back into anger, "Yeah …I was there when her mask came off."

"How are you holding up?"

"…She was my friend," She admitted, "I thought I knew her, I thought I could trust her. She lied to me all this time and I fell for it."

"It's more complicated than that," he tried to explain, "She wanted the stones to bring her family back to life, then it evolved into something more. She thinks she can be a better hero than anyone else will all that power. The stones are corrupting every good part of her until there's nothing left."

"Then we need to stop her."

"We need to _save_ her," Spider-Man held out his hand, "And I can't do it alone."

Perhaps once upon a time, she would immediately turn down any offer of an alliance. Now, though, she was hesitating. This wasn't some supervillain with a world-conquering agenda; this was Mayume, her friend. If there was even a chance of getting through her thick skull and saving her, shouldn't she do everything in her power to do just that?

Finally making up her mind, she shook Spider-Mans hand, "Ok, deal, Spider-Man."

Spider-Man leapt down from the wall, still shaking her hand, "Peter. Peter Parker."

She smiled at the gesture, feeling need to do the same, "Rumi Usagiyama."

Their heartfelt moment was quickly interrupted by the sound of sirens wailing from a short distance. Every corner of the street was quickly flooded with police cars; officers jumped from their vehicles and pulled out their guns. The combined sirens were too much for his ears, and he had to quickly cover them. It was worse for Rumi, who's ears were a bit more sensitive.

Detective Naomasa stepped out of his vehicle and pulled out a megaphone, a gun in his other hand, "Peter Parker! Don't move! We have you completely surrounded!"

"God damn it!" Spider-Man shouted, "Detective! We don't have time for this!"

"I said don't move!"

The officers reloaded their guns and aimed right at the spider symbol on his chest as though it was a target. Just as they had it in their line of sight, though, Miruko stepped in the way, doing her best to keep him guarded from the gunfire.

"Miruko!" Detective Naomasa, shouted, "Step out of the way!"

"After you cut the bullshit!" She shouted back, "We have bigger problems on our hands!"

"We have a warrant out for Parkers arrest! Do not aid and abet him!"

Spider-Man turned to Miruko with a hidden expression of worry, "If you stay, they'll brand you a criminal too."

"Once upon a time, every hero was a criminal," She stated, "Now they pay us to do what they can't. They're just mad they can't profit off someone like _you_ ," She stepped forward, shouting to every officer in the area, "Listen up, kids in blue! Mayume Aihara has a powerful weapon in her possession! Like it or not, we need Spider-Mans help to stop her! If you don't want some really bad crap to go down, then put down your guns and lower your testosterone levels for one _god damn hour!_ I can personally vouch for the kid!"

No one moved, but they considered her words carefully This was coming from a pro hero, after all, the people they were meant to give the utmost respect to. However, with how another Pro went rogue just earlier that day, the idea of another one wasn't far off.

One decision made, and they were ready to damn her in an instant.

"They won't listen to me," Miruko stated.

"it's ok," Spider-Man said, "I know someone they _will_ listen to," He put a hand to his ear where the ear-piece was stored in his mask, and pressed the button to speak, "All Might, I need your help. Can you get to the corner of Kohei and Horikoshi street?"

A loud rumbling sounded in the distance far above their heads like a sonic boom. A shadow overtook the area for only a second before the greatest hero himself landed with a cloud of dust. The wind exploded from his body and rushed over everyone like a small hurricane before subsiding. Revealed standing there in his signature pose was All Might, the symbol of peace and greatest hero of all time. Every officer lowered their guns the second he arrived, feeling safer with him dealing with the issue.

"All Might!" Naomasa shouted to him, "Where did you go? We thought you disappeared!"

"Listen up, everyone!" All Might pointed to the sky, "I know your orders are to capture young Parker! I am here to vouch for him! He is not the villain you all think he is!"

Everyone looked at him with confused looks, even Naomasa. Though he knew Parker not to be a villain, he wondered just where All Might was going with this.

"I, too, was mistaken with him," Continued All Might, "There's no time to explain everything right now, but I can assure you, Spider-Man is a hero, and we need his help to stop Overcast before she hurts someone! I understand how scared you are right now. A hero has gone rogue, another becomes a vigilante! There are no good ways to go about our job when we face the grey area, but we must listen to our hearts! If even the smallest part of you believes he is a hero, I beg you to lower your weapons."

Somehow, it was different hearing it come from All Might. Ever since he started his career, everything he has ever said or done has been for the sake of the people. He had never lied to them, never strayed from the path of justice, and never let anyone down before. If he of all people believed that Peter was a hero through and through, then his was a voice they could trust."

Finally, they all lowered their weapons as requested by the number one pro. Naomasa couldn't help but sigh in relief.

All Might quickly turned to face Miruko and Spider-Man, "Are you alright?" he asked.

Miruko was slightly pissed that they listened to him rather than her, hoping it had nothing to do with her race or gender. Still, she was happy he got through to him none the less, "We're ok," She said.

"Thanks, All Might," said Spider-Man, "Have you found Mayume yet?"

"Not yet, but we're keeping an eye out."

Naomasa exited the barricade of vehicles and approached the trio of heroes, specifically aiming his sights on Spider-Man with a heavy heart, "Kid …I'm sorry. Truth it, I never wanted to hunt you."

"I figured as much."

"I hope you have a damn good excuse for everything, otherwise the chief won't accept this truce for long."

"We have a friend," All Might said, "Mister Strange-"

"Doctor," Corrected Spider-Man.

"-Doctor Strange can explain everything to you. He assures that it will clear up everything."

Naomasa nodded, accepting whatever excuse he could get to call off the hunt, "I'll radio any local pro heroes and let them know Parker is off the arrest quota for now. So, what do we do about Overcast? What are we up against?"

"She has the Infinity Stones," Said Spider-Man, "All six of them with a modified Gauntlet. It's less what she'll do now and more what she may do later. The stones have a history of corrupting their users. If we don't stop her now, she may turn into something horrible, something no one will be able to stop. Just one snap, and we'd all be gone. Those stones will make her into a god."

"Alright," Said Naomasa, pulling out his radio, "I'll tell everyone that. We'll need as many people on the look as possible."

The detective strolled away to call on the radio, alerting any nearby pros of the situation. Police officers started getting back into their vehicles and driving off to join the search.

"…I want to save her," Said Miruko, watching the sky as her hair flowed in the gentle breeze, "I wasn't there for her when she needed me. She asked for my help and I put it off. I should have realized that day she wasn't asking for a hero's help, she was asking for a friend."

"What are you talking about?"

"She once needed my help with criminals and I turned her down because I thought heroes should fight on their own. I still believe a hero's own strength is important, but it wasn't about that. She's my friend and I said _no_ when she needed me. Maybe if I was there for her …if she felt she could talk to me …"

"Whoa, whoa, whoa," Spider-Man put a hand gently on her arm, "This is not your fault. I may not agree with your beliefs, but at least I understand them. Mayumes path is a result of years of inner torment over her family's death. She's desperate and hurting. Maybe you weren't there for her before, but you can be there for her now."

Miruko smiled at him, a glimmer in her eyes. There really was more to this kid than she thought. Since when were kids getting so wise, she thought?

The borrowed phone in his pocket began to ring loudly, and Spider-Man quickly pulled it out and answered, "Hello? Kendo?"

" _Yeah, it's me,"_ Answered Itsuka.

"Did you find Mayume?"

…

"Yeah," Said Kendo, looking upward, "And she's staring right at us."

Both Izuku and Itsuka stood at street level, looking upward at the figure on the roof. Mayume Aihara, the former hero known as Overcast, stared down at them with a menacing glare. She didn't care if they knew where she was, in fact, she wanted them to know. She wanted everyone to come here and see what she was going to do. Kendo and Midoriya didn't dare make a move on her in the fear of her using the stones against them. They knew but a taste of their power, and they weren't interested in the full course.

After reciting the address to Spider-Man, he and the other heroes began gathering at the area. The closest Pro Heroes were the first to arrive with the police, circling the block and ensuring she didn't escape; not that it mattered with her ability to teleport, a power they didn't realize she had. The only reason the pros hadn't moved in yet was because they were on orders not to. This was a delicate situation; one wrong move, and they were toast.

Spider-Man and his team arrived soon after along with Miruko and Detective Naomasa. As Spider-Man swung down, Kendo quickly embraced him tightly, as though he was dust that would blow away. IT had only been less than an hour since she saw him, but the fear of what may happen next got to her. She barely knew what the stones could do and was afraid to find out. Someone she knew and even trusted as a hero was holding a weapon of endless power. Who wouldn't be scared?

"It's going to be ok, Itsuka," Said Spider-Man, holding her tightly, "We're gonna take care of this," he parted the hug but kept his hands on her arms, "Where's Mayume?"

"She went inside," Said Izuku as he approached them, "In one of the apartments."

Miruko looked up at the building with a defeated sigh, broadcasting her thoughts to the group, "This is her apartment. Of course she would come home."

Spider-Man had only been here once before, when Mayume rescued him from the police and other pro heroes. This was where he discovered her secret, her betrayal of his trust. It began here, so now it had to end here.

"Cutie?"

Spider-Man turned to his right just in time to see two Pro heroes standing there. One was Mt. Lady, who couldn't believe her eyes when she saw him. Weeks of no sightings and finally here he was, alive and well after all her worrying. It was like seeing her child come back from college after barely a phone call. The other hero standing with her was Kamui Woods. He too got the call to back off of Spider-Man, but he was still skeptical as he gave him a glare of disapproval. He was still a vigilante, still a criminal in his eyes.

Mt. Lady didn't hesitate to come in for a quick hug, confirming this was in fact the wall-crawler she saved from the Rhino all that time ago, "It's good to see you're ok," She said as she broke the hug, "I was so happy when we got the call about you."

"It better be legit," Scolded Kamui Woods, "You've caused a lot of problems lately, kid."

"Give it a rest!" Mt. Lady shouted, "He's on our side, buddy! Just accept it already! Sheesh!"

Spider-Man patted her shoulder with a reassuring smile hidden under his mask, "I'm ok, Mt. Lady. It's good to see you too."

As Spider-Man looked around, he saw other heroes begin to arrive at the scene. Some of them didn't mind his presence, having received the command not to pursue him. Others felt cheated out of an easy capture and arrest, still believing him to be a criminal. Some of those people legitimately thought he was a cold-hearted villain simply because they were asked to capture him. Endeavor was among those type of people, feeling ready to burn him alive at the next possible opportunity.

Iron Man and the others, All Might and Nightmare included, arrived on standby like everyone else. They remained at ground level as Tony scanned the building for possible weaknesses and exit plans. Though he knew that with the space stone, monitoring exits meant nothing. Thor and Cap were eager to get to work, but Strange made sure to keep them in line and wait for orders from mission leader.

That was not a title Peter was used to.

Izuku looked to All Might who arrived with his hands on his hips. The smile he kept stuck to his face carefully faded when he saw Izuku standing there with Peter. The last time they saw each other, it wasn't on the best of terms. Letting down his apprentice was a sin he needed to pay for, even if the words hurt too much to say.

Izuku approached him and was the first to speak, "All Might …"

"I'm sorry, young Midoriya," All Might quickly got out, "I never should have hunted Parker. I didn't know what he was up against, the kind of evil he faced and why. But I do now."

"What do you mean …you mean you know about-?"

"Everything, young Midoriya. I know everything," He kneeled down with a hand on the young boys shoulder, "And I'm so sorry. Please forgive me."

A quick and powerful hug was all the response the symbol of peace needed. Of course he would forgive him; one hiccup wasn't going to ruin years of admiration, not with him. Izuku was just waiting for the chance to be proven wrong, to show All Might wasn't like everyone else. Gratefully, he was right.

"Ok, Pete," Iron Man said, walking closer to Spider-Man, "What's the plan? You know her best; whatever's gotta happen, we'll follow you."

Spider-Man looked between the heroes and the building, his fists clenched tightly. This could go badly if not done right; before any of this starts, he had to give her a choice, "I'm going to go up and talk to her."

" _Talk_ to her?" Asked Miruko, "You sure, kid? What if she hurts you?"

"I have to give her a chance, just _one_ chance. If something happens—if a fight breaks out—then move in to help me. We take her down, but not out, and get that glove away from her. She's easier to handle without it. Catch her of guard, that's how we'll beat her if we have no choice but to fight."

"…Go save her, kid," Said Iron Man, "We'll be ready to back you up."

"Peter," Nightmare spoke up, "Please …you gotta save her, no matter what."

Itsuka came up to him for another hug before opting to hold his arms instead, "Peter …what if something goes wrong."

Peter removed his mask enough for her to see his face, smiling warmly to reassure her, "I'll come back, ok? I promise."

"But what if-"

"Itsuka," He put a hand to her cheek, "Trust me."

She stared into his endless brown eyes, looking for any sort of fault in his words of which there were none. It took her so long to gain his trust and convince him she could fight at his side. Now, though, she needed to learn to do the same. She needed to trust in the boy she gave her heart to, no matter what happens, "…Ok," She said softly, "Got get 'em, tiger."

He nodded and pulled his mask over his face, he gave the heroes one last look before swinging up toward Mayume's apartment, ready to face her once more.

As he came through the window, he was greeted with a familiar sight. Her apartment was the same as when he last saw it. The living room was small, with used furniture decorating the floor and walls. One window was broken in the corner, but otherwise it was fairly nice. Standing in the kitchen was Mayume herself, looking down into the sink. The stones on the gauntlet glowed and lit up the kitchen but not much else. She looked to have been shaking; was it out of anger or fear?

"…Mayume," Spoke Spider-Man, stepping closer as he reached the middle of the living room.

"Don't!" She shouted with a growl, refusing to turn around and look at him, "Don't come closer …please."

"I know you're hurting, Mayume, I understand."

"You would, wouldn't you? You've lost your family too, all to unforeseen events."

"…I have. My parents, my Uncle, now my Aunt will be gone soon too. I've lost more than I can bare. I understand why you're doing this. Can we just …talk?"

Mayume finally turned around, a look of pain in her eyes. She faced him, but refused to move any closer, or allow him to reduce the gap between them. She knew that above anything else, he was here for the gauntlet. He had to be, why else would he bring an entire army.

"I've told you what the stones will do," Said Spider-Man, "They'll destroy the best part of you. I want to save you from them."

"There's no saving me," Said Mayume, "Everyone thinks I'm a villain and they won't change their minds."

"We can help them understand, together," Peter kept calm, not wanting to escalate the situation too soon, "I know you're a good person. I know everything you've done is out of good intent. You're hurting, and you want the pain to stop. I get that more than anyone."

"…You said you'll lose your aunt soon. Is that why you were at the hospital?"

Thinking of the hospital reminded him of his aunt in that bed. He wanted to cry about it, but other than staining his mask, he didn't want to show her how hopeless he felt about it. He needed to stay strong to show Mayume everything was ok, "Yes …I could have used the stones to save her, but I knew she wouldn't want me to."

"…Yeah. Koji …he used the soul stone to contact our family, and they told him they don't want to come back."

If Peter ever had the chance to see Uncle Ben again, he'd listen to every word he'd say. Yet, Mayume didn't seem like she has the closure he'd expect, "So why still do it?"

"Because it not about what they want!" She shouted, "I've always done what _they_ wanted! What about what _I_ want?! Why can't I be happy too?!"

"It's not a hero's job to be happy," He said calmly, making her doubletake at his words, "Our job is to ensure the safety of others, not ourselves. Our losses define who we become. Remove those losses, and we remove ourselves. You can't defy death forever. Its tragic when someone dies before their time, but if we corrected every one of those deaths, what would that do to us? Would death mean anything anymore? Life has no meaning without death. Part of that meaning is that we can't always choose our time."

Mayume blinked, her pupils tightening with rage as she clenched the fist of the gauntlet, "You know what, Parker …?" A tear shed from her eye, "I'm so sick of your 'I know what's best' act."

"I don't know what's best-"

"They stop acting like it! I'm tired of the losses and the torment! I've made too many sacrifices to back out now!"

"Please-"

"No!"

"Mayume!"

"I said _no_!"

Her body glowed the six colors of infinity, powered by the stones as they fueled her body, mind and soul, "I …I am Mayume Aihara. I am Overcast, and I am Lumina. I have dedicated my life to protecting others from the grips of the reaper. Finally, I have a way to protect _everyone_ , and you can be damn sure I'm gonna take it. I don't care what happens to me, I don't care what it may do to me. I have given up everything to make this happen, and I don't want to back down now! Not to anyone, and especially not to _you_! You're the one person who understands, yet you stand in my way! If I have to take you down, I will!"

There was no reasoning with her. No words could be said that he hasn't already spoken before. She was determined to go through with this no matter what. She didn't care what happened to her, whether she was destroyed or not. As much as he hoped she would come willingly, it didn't seem like that was an option anymore.

He gave her one chance; his conscious was clear.

"…Ok," Said Spider-Man, "So this ends with a fight, then?"

"…I guess so," Said Mayume, "Whatever happens-"

"I know … I'm sorry too."

She paused, as though the last remaining piece of her doubt was fighting back with everything it had. The grip of her fist loosened only for a moment as she imagined his expression under the mask. That same expression, though, it what made her remember there was no other way, not for her. He wouldn't side with her; he wouldn't step out of the way. She had to make him move.

No matter how much she cared for him, she had to hurt him.

She was the first to act as she lifted her gauntlet and shot an energy wave from the power stone, which sent him flying out through the wall. The heroes below saw him crash through and begin plummeting toward the ground before he shot a web for the wall. The web tightened and slowed his decent until he stuck to the wall with his adhesive abilities. Mayume, using her Light quirk, flew out of the building and up onto the roof, where she stared down the heroes below her. This was their cue, they thought.

"For Asgard!" shouted Thor as he swung his hammer and flew upward toward her. He channeled lightning into the hammer and brought it straight down aimed for her body. She quickly blocked it with the Gauntlet effortlessly, and blasted him aside with a single swing of her arm. He went crashing through several buildings, creating a large cloud of dust from each of them.

Iron Man carried Captain America up onto the roof and dropped him down before he attempted a blast from his Arc reactor. She created a shield of energy just in front of her that bounced it back at his armor, sending him crashing into the street. In that moment, Cap threw his Star-spangled shield at her with great force. She had almost no time to react as it came an inch from her face.

Then, it stopped.

The time stone began glowing and reacting with the gauntlet as the area around her froze. The shield slowly started going in reverse, returning to Caps arm as he moved backwards with it. When the stone stopped reacting, Cap threw his shield as though it was the first time, only now Mayume was able to hit it aside and ruin its boomerang effect just before she knocked Cap off the roof.

The patriotic soldier went flying toward the pavement. Before his speed could reach full velocity, Miruko used her great speed to catch him and bounce off the wall of the building, coming to a skidding stop on the pavement before putting him down.

"Everyone, attack!" Shouted a hero in the crowd.

Each of the heroes who gathered to the area made their way up the building using their quirks, aiming their abilities at the former friend. No one held anything back as they charged for her, including All Might. Even with his blinding speed, bringing him closer than the others, he was unable to stop her as she released a powerful wave of energy that froze them all in place before flinging them all in the opposite direction. Everyone went crashing in random spots, causing horrible destruction to the streets. Mt. Lady, who had grown to her maximum size, needed to quickly shrink herself just as she crashed onto the roof of a car.

"Mayume, stop!" Spider-Man shouted, still recovering on the side of the building.

She didn't listen to him as she floated high above the roof and looked down on everyone. Even the number one hero was useless against her might now. It was time, she thought; time to set things into motion before she had to hurt them further. She allowed herself to float effortlessly several stories above the building, her powers amplified by the power stone. Rage overtook her; Rage and passion.

"You all know why you're really here!" She shouted down loud enough for them to hear, "You're being paid to capture a 'former hero'. I bet my capture would make you all look so good, wouldn't it? Or, maybe you'll hold back long enough so your victory looks all the more heroic. Attitudes like that are what got my family brutally murdered! My brother spent 14 years in isolation, turned into a killer he never wanted to become! The system is flawed, and it's time it ended once and for all!"

Everyone slowly began to recover, but no one was strong enough to move yet, All Might especially. He felt his strong form beginning to weaken; any sudden movements and he would lose all his strength.

"I know what plagues the world now!" Mayume continued, "Everyone thinks their powers make them gods. The death toll has gone up even with the efforts of the symbol of peace. The world was safer before the introduction of powers. They're what drove a wedge in my family, its what got them killed! So that's what needs to go!"

Spider-Man shot two webs at the top of the building, pulling backwards as far as he could before launching himself at her, "Mayume! No!"

"I'm going to create a better world! A world without heroes! Without villains!" She raised her left arm, pressing her middle finger against her thumb, "A world without _quirks!"_

 _Snap_


	49. Pro Hero (Part 1)

The sun came into the sky quicker than the afternoon sleepers would like. Its light invaded the houses of thousands upon thousands without so much as asking for permission. It snuck in like a creature of the dying night. One house in particular—a smaller home in the suburbs of Musutafu, Japan—was one of its many victims. The room the light entered first was of the top floor; a bedroom for the child of the household.

The room was lit up with a comforting yellow light from the sun, travelling upward to the desk next to the young boy's bed. His body was facing the opposite way, so the light was unable to bother his restful sleep. Yet, despite this, he still found himself waking up to its gentle touch. It was only a few minutes before his alarm was supposed to go off. At this point, he had been getting up slightly earlier due to being accustomed to the alarms sounds.

He picked up a pair of glasses that were sitting on the nightstand next to his bed and let his eyes adjust. His room was small and crowded with things. There were still boxes left over from the move-in a few months prior. Most had been emptied of their things and spread around the room, but he had neglected to throw them away just yet. Part of him thought he could use the cardboard for a future project. Anything was useful if he was creative enough.

Stepping out of bed, his feet were met with the shirt he took off the night before. It must have fallen off his bed after he took it off; it was somewhat hot earlier that night. Tossing it into his hamper, he strolled to his bag of clothes. Though he had a dresser, he had not given himself the time to pack the clothes away. Too much of that was spent studying and catching up with everyone at his new school. After joining partway through the year, he had a lot to catch up on.

He dressed himself in the required school uniform; Dark blue pants, a grey color jacket with a white shirt underneath, and a red tie to complete the look. Added to that, he mixed gel into his hair and brushed it over with a comb. The last thing he wanted was to look bad while going to school, or anywhere for that matter.

Dressed before the morning even began, he made his way downstairs.

Most of the house was wood with concrete foundations, a cheap but acceptable set of living conditions for what they could find. Sitting in the living room were two people; his mother and father. While his mother was enjoying the morning news, his father had papers scattered on the coffee table. They were schematics and equations with the company logo at the top of each page. A notebook was set to the side where he would jot down all his thoughts while drinking his morning coffee.

"Morning," Said the boy as he passed them.

"Good morning," Said his mother, "How'd you sleep?"

"Good," he said. His father gave a halfhearted hello, too focused on what he needed done for that day. Instead of pressing further, the boy made his way into the kitchen, where two more people waited for him.

One was an elderly woman with hair as white as snow, putting together breakfast for herself and her husband—the other person inhabiting the room with hair as grey as a rock—sitting at the kitchen table reading a newspaper delivered that morning. He was the first to greet the boy with a smile on his face, "Morning, Peter!"

"Morning, Uncle Ben," Said Peter with a smile.

 **Spider-Man: Hero Academia**

 **Chapter 49**

 **Pro Hero (Part 1)**

Peter sat down at the kitchen table just as his Aunt May placed a plate in front of him. Steaming from the plate was scrambled eggs and homemade hash browns. He always loved the way she made them; she used to work at a breakfast restaurant in her youth, just around his age. She picked up a few additions to the recipe in the decades since then, and now it could compete with the professionals. Cooked just right and simmered in butter and a touch of pepper; his favorite.

"Thank you, Aunt May," Said Peter as he picked up his utensils and began eating.

"You've been getting up earlier," Said Uncle Ben.

"My alarm is really loud, so I think my body is just 'no, not today, Pete'."

Ben laughed, "I remember days like that in my twenties. I had one of those classic alarm clocks with bells on top. I started getting up a few minutes before 6 without even needing to set it. I still do it to this day."

Ben continued looking through the newspaper with a pen in hand. He had been circling articles in the paper that offered jobs. While they were able to understand what everyone was saying, the writing aspect was still unusual to them. Each of them carried a translation book whenever they needed to read something, even Peter, though he came better prepared. When they chose to move to Japan, he opted to start learning to write in Japanese with his father; the man was the reason they were there in the first place.

"Found anything, yet?" Asked Peter.

"Not yet, but there is bound to be something out there for me. I just gotta keep looking."

"Dad can always get you into Alchemax like him."

"I won't be satisfied until I get a job on my own," Ben took a bite of his food before pointing in reference to Peter's school outfit, "Get your homework done? Wasn't too hard?"

"I can write pretty well in Japanese at this point. It's not an issue, and I've been getting caught up pretty fast."

"That's good. Give it time and I'm sure they'll be going to you for homework."

After finishing his food, Peter grabbed his bag and threw it over his shoulder before heading to the door.

"Hey, Peter!" Shouted Uncle Ben from the kitchen, "Don't forget to check out that comic shop after school! I heard they opened today!"

"Thanks, Uncle Ben!" Shouted back Peter before closing the door behind him.

Peter loved looking at the city as he strolled through it. Its culture was so vastly different from back home and it made him want to learn as much as he could. The different colors and aspects were so fascinating. The city was just as crowded as New York, but somehow different; full of life. He loved trying to read the different signs when he passed by them, then testing himself afterword's to see if he got it right. It was the fastest way to learn how to read Japanese.

He came upon the school just across the block. Cars were coming to a stop at the crosswalk as people gathered to make their way over. Some were fellow students, mainly Asian. It was strange being the minority here, but it was also a welcomed feeling.

Once he crossed the road, he finally reached the school and tightened the straps of his backpack. The school was tall with many glass windows. The cost for the school was a bit pricier than the one in New York, but his fathers new job was able to take care of the expenses in exchange for him working at Alchemax.

As he began his approach for the door, his ears rang loudly, distracting him long enough for someone to trip him from behind. Peter barreled for the ground as his glasses fell off on impact. Laughter erupted behind him, but he couldn't see who it was coming from. He tried reaching for his glasses, but someone picked them up before he could.

"Whoops," Said a deep voiced boy, "Better not lose these," He tossed the glasses to Peter and let him put them back on; his vision recovering quickly.

Standing above him was a boy wearing the same uniform as him. His hair was pitch black, sticking at an upward angle. Almost none of the hair was hanging down, either due to gel or some other styling. He smiled sinister-like, looking down at Peter as though he was an ant.

"Didn't realize Americans were so clumsy," Said the boy.

"Nice one," Said one of the boy's friends, "Come on, Tokoyami."

Tokoyami glared once more at Peter before walking away with his friends. Peter was left alone to pick himself up and wipe the dust off. Tokoyami had been picking on him since he first arrived, calling him slurs and insulting his ability to comprehend Japanese. As much as Peter loved the city, there were still aspects about it and its inhabitants that rubbed him the wrong way.

Peter walked into his first class, some dirt still residing on his uniform. Tokoyami, who was sitting in the corner with his friends, chuckled at the sight of him. Other than him, close to no one actually paid Peter any mind. They found it strange an American was attending their school, but they mostly chose to ignore him. They just assumed he'd have trouble communicating, anyway.

He sat down just as the class representative came walking in. Her hair was curved at a unique angle with a single gathering of hair hanging from the front of her face. Her eyes were dark and stern as her very presence made the class go quiet. She was not only popular but also very strict to the rules, and she made sure everyone knew it.

"Settle down!" She commanded, finding no room for mercy in her search for perfection, "Mr. Maguire will be in soon, but he sent me ahead to give morning announcements," She held up a clipboard, making Tokoyami roll his eyes as she spoke, "First off, Mr. Maguire needs to postpone the homework until this Friday due to personal time-management issues. Second, Due to bad weather later, school will be letting out 45 minutes early to allow students to get home safely."

"Bad weather again?" asked a student, "It's been terrible lately."

"If you watched the morning news, you would have already known this information," Scolded the class rep.

"Lighten up, Yaoyorozu," Said Tokoyami, "No need to get hostile."

"The last thing we need today is to hear your input," She threw back, "Lastly for the announcements, they're doing reconstruction at the side entrance, so it's advised not to take that way when school ends. If you must, please be careful. That will be all; you may talk during homeroom until Mr. Maguire gets here."

Momo put down the clipboard and took to her seat quickly, pulling out a notebook and writing in it. While everyone else chose to talk amongst themselves, she chose to get ahead on her work.

Peter noticed something about her when she started working. She always got this way when she needed to focus. Her usual stern attitude went away, at least visibly. She was quiet, self-contained. The look on her face was desperation, maybe even fear. It was strange because any time she wasn't working, she looked like an army veteran too sick of the world to look at it. He wanted to say something, but he was honestly too afraid of her to try.

Peters ears rang again, louder than before. It forced him to squint his eyes tightly to avoid the pain. He had been getting those a lot lately, little moments of Tinnitus that come out of nowhere. There was nothing he could really do about it except fight through the pain.

"Hey," Tokoyami poked at Peter's shoulder as he smirked, "You catch all that, immigrant?"

"Yes," he answered plainly, "I can understand Japanese just fine."

"What's that?" he asked, "I couldn't understand you over your accent."

A paperclip suddenly got chucked at Tokoyami, hitting him square in the nose. He jumped out of his seat to see where it came from. Though there was no one obvious, the closest one he could find was a girl with short purple hair. She had large headphones over her ears as she looked at her phone. Tokoyami assumed the culprit and stormed over to her, ripping off her headphones.

"Hey!" She shouted, "The hell is your problem?"

"Did you throw this at me, Jiro?!" He asked, holding up the paperclip.

"Of course not," She denied.

"You're lying!" He slammed his hand on the desk. The sudden vibration of sound made Peter jump straight out of his seat. His heartrate spiked and every nerve in his body multiplied their strength. His vision blurred ever so slightly and only for a second. For a single moment, it seemed like he was going to do something, or at least say something. However, he was quiet and still, just as surprised as anyone in the room.

"Got something to say, foreigner?" Asked Tokoyami.

Peter said nothing as he slowly sat back down.

"That's what I thought."

Jiro stole back her headphones and put them over her head, restarting the song she was listening to as she blocked out the world around her. Tokoyami decided not to press further and returned to his seat with his arms crossed. Peter looked to Jiro, wondering whether or not it actually was her, and if it was, why?

…

Gym class came later in the day, and everyone got dressed into their gym clothes. Their teacher, Mr. Garfield, had them start by running laps around the gym. Peter kept himself paced, being sure to put distance between him and Tokoyami. He didn't want him trying to trip him again. The gym floor isn't as comfortable as the grass field outside the front of the school.

Just in front of him, one of the girls was having trouble keeping up with everyone else. She wore a sleeveless shirt and thigh-high shorts for her gym clothes, yet she was still sweating quite a bit. Her skin was dark with black hair, and her eyes were a blue color. She likely didn't try as hard as everyone else to maintain a perfect appearance; she was happy with how she was regardless.

The girl started to tumble before slipping and falling to the ground with a short skid. Other students simply hopped over her as she tried to get up. The only one who stopped was Peter, who came to her side and held her up by her shoulders, "That was a nasty fall."

"I've had worse," Said the girl as she brushed herself off, "Thanks, Parker."

"You know my name?" He asked.

"Everyone does at this point, I mean, we don't always get American transfer students."

"Hope I don't …well …offend you."

"What? No! Of course not," She smiled, "You can call me Ashido. Mina Ashido."

The gym teacher shouted at them to keep moving, and the two ran side by side. She kept in pace with Peter's speed, which was easier than what she was previously doing.

"Liking the school so far?" She asked.

"Sure! I love it!" he answered.

"Everything?"

"Sure."

"Yeah, but everything?"

He knew what she was referring to; it was obvious to everyone at this point, "I'll deal with it."

"Come on! Tokoyami treats everyone horribly!"

"That's why I can't say anything. What makes me so special as to rat on him?"

"You can't be serious. He's practically targeting you!"

Peter went to say something in response, but before he could, the tinnitus returned to him. This time it was far more intense than it was before, almost completely blocking out all other sound. Mina's voice was an echo to him as the tinnitus went from being annoying to being physically painful. His vision blurred again, even with his glasses on. He had no choice but to shut his eyes tight to fight through it as he fell to his knees as he covered his ears.

A few of the students came to see if he was ok, even Tokoyami. He joked about how he couldn't handle a little exercise, but was immediately silenced by how much pain Peter was in. It was like every one of his senses had been amplified. He could feel every foot step the other students made toward him as they vibrated back and forth across the room. The echoing of their voices in the spacious room hurtled back at Peters weakened ears.

Finally, the pain came to a stop, but at a price. His hands were slightly stained with blood that came from his ears, making a few of the student's gasp. The teacher told everyone to give him space as he helped him up. Not even Tokoyami could make a joke as the teacher helped him out of the room, telling the students to continue without him.

…

Peter sat in the chair closest to the nurse's desk. She carefully cleaned the blood from his ears and examined their inner walls. She was short and old, clearly having been at the school for a long time. His glasses were removed to make it easier for her to maneuver the light around the earlobe. He had been sitting there for a few minutes now as she jotted down notes on what she saw. This was his second visit to the nurse's office since coming to this school. The first incident was Tokoyami's doing; pushing him 'by accident' and making him scrap his knee.

Ms. Shuzenji cleaned up the remaining blood in his ear and threw the dirty cloth in the sink, "You seem fine now," She said, "Any idea what caused it? Usually tinnitus is caused by damage or loss of sensory hair cells. You would have had to lose a lot at once for this to happen."

"I really don't know," Said Peter.

"Did this ever happen before?"

"A little bit earlier today …actually," he pondered, "It's been happening more frequently since I moved to Japan."

"Did you used to live in a lower altitude?"

"Yeah, the elevation here is higher by about 100 ft."

"Well, that may have something to do with it. Sudden increases in elevation can affect the body. Just try and take care of yourself; you're only human, after all."

The door suddenly opened as a young girl came in. Her hair was orange and tied into a pony-tail. She was wearing the school uniform, only it was covered in dirt, wrinkles, and a few blood stains. At first glance, it looked as though she had just escaped a battlefield, making Nurse Shuzenji rush to her side, "Goodness, child! Not another fight!"

"He had it coming!" she argued.

"Did you start or finish this one?"

"…Both."

She forced the girl to sit in one of the waiting chairs as she took a quick examination of her wounds. Her arms and legs had the blunt of the bruises, but there was a cut on her face that was bleeding. Shuzenji gave her a warm wet cloth to cover it with.

"I need to grab more rubbing alcohol," Said Nurse Shuzenji, "Stay right here and keep that covered."

With a huff, the nurse left the room to find the maintenance closet.

Peter and the girl sat awkwardly apart from each other. She didn't seem eager to start a conversation, and Peter felt too awkward to make the first move. Still, he was curious about what happened, and why it clearly wasn't the first time. She didn't seem all that bothered being here, she had already gotten into a comfortable position on the chair as she has done before.

Why did he think—even with her cuts and bruises—that she was rather pretty?

Peter finally gave in and cleared his throat to get her attention, "So, uh," he awkwardly began, "Did you win?"

She looked at him with a raised eyebrow, likely trying to figure out if he was making fun of her. When she realized there was sincerity in his question, she chuckled, "Yeah, I did."

"What happened?"

"Some guy was just being a real jerk to these kids. I got involved, and when he insulted me, that's when I hit him."

"How bad is it?"

"He's too prideful to go to the nurse's office, he just ran home instead. Probably complaining to his father about how he isn't getting what he wants," She scoffed, "Stupid Monoma."

"Monoma?"

"Neito Monoma. He's one of Tokoyami's boys."

Peter groaned and rolled his eyes at the mere mention of the name.

"Ah, you know the one," She grinned, "His guys give you trouble too?"

"Ever since I arrived, yeah," he wasn't sure why he was suddenly feeling so comfortable around her, enough to start making jokes, but he didn't mind, "I don't know if you can tell, but I'm actually American."

She gasped with a smirk, "No, really?"

"I know, shocking."

"I can't believe my ears. My ears are shocked, they're enthralled. The magnitude of this twist is astounding."

"Ok, that's enough."

Their laughter reached and filled the halls, relieving them both of some of the pain they were feeling. At least, it made them forget why they were here in the first place, if only for a moment. "So," Began the girl, "What's your deal with Tokoyami?"

"He's been bullying me for a while. He calls me 'foreigner' or 'immigrant' or 'alien'."

Her smile went away the second he started listing off the insulting names. Such insults were low, even for Tokoyami, "You've gotta be kidding me!" She exclaimed, "Have you told anyone?"

"What right do I have?"

"You're joking, right?"

She eyed his face and waited for him to laugh it off, or at least say something to make her believe he was only kidding around. Yet, there was only silence from the nerdy boy. Silence trapped behind those glasses fixed to his face. He couldn't look at her now, and he couldn't respond and risk saying the wrong thing. All he could do, as he has always done, is remain silent in the wake of his quiet agony.

"…You really believe that, don't you?"

Again, he says nothing.

"Why?"

Finally, he couldn't hold his words any longer in his mouth. Slowly, he took off his glasses and examined them from the blur of his eyes, "These …things. They're like a sign telling people you're too smart for them, too 'nerdy'. They scream 'you don't belong' at the top of their nonexistent lungs. I try to make friends, but to get anywhere, you can't wear these. You have to be strong, or quick, or pretty. I'm …not really any of those things. I'm just a nerd. That's all anyone will see. Who would ever listen to someone like me? What right do I have to complain?"

Unknown to him as he spoke, the girl couldn't help but get lost in his eyes. The moment he took off his glasses, it was as though his face gained so much more detail. There was something about it that drew her in, something she couldn't describe. There was a peaceful feeling that gave her warmth and safety. Seeing that face told her everything would be ok, no matter what she was facing or feeling. Why couldn't she shake that feeling away? Why didn't she want to?

That feeling of hypnosis faded when he put his glasses back on, and she shook her head as though she had just returned to earth, "So, yeah," Continued Peter, "I can't really say anything."

The girl frowned at him, leaning over her armrest to get closer and look at him with focused eyes, "Don't ever apologize for being smart, ok tiger?"

Peter raised his brows and looked at her, "What did you say?"

"I said don't apologize for being smart."

"No, I mean what did you call me?"

"I didn't call you anything," She tilted her head in confusion, "You didn't give me your name yet, anyway."

"…Right," he shook his head, "It's Peter. Peter Parker."

"Itsuka. Itsuka Kendo," She smiled.

Eventually the nurse returned with rubbing alcohol and treated Kendo accordingly. After she was cleared to go, she went to the door before stopping to turn and face Peter, who was still being treated, "Parker," She called out, "I'll find you after school."

Kendo smiled before closing the door behind her.

…

The school day finally came to an end. Peter kept a ball of cloth in his pocket, courtesy of the nurse in case his ears started bleeding again. Rather than walk directly home, he decided to sit on the steps to the front door and wait. Kendo said she would find him after school, after all. A girl never took any interest in him before. If he just vanished before she could show up, that would come off as being rude. What did she see in him, he thought? What made her want to keep interacting with him? He never had anything of value to offer to someone, much less a girl his age.

In his hand, he fiddled with the ball of cloth received from the nurse's office. He hasn't had any episodes since earlier that day, not even a hint of them. The nurse gave him some cream to use with the cloth if it happened again, and it would hopefully null the pain and ease the effects.

He rubbed irritation from his eyes. They were so tired after today. His vision had been failing him every now and then even with the glasses on. The grass we less green, and the sky not as bright as normal. It would only happen for a moment, and he would often brush it off as nothing.

A bag suddenly hit him in the back of his head, knocking out his glasses once more. This time when they hit the ground, the lenses popped out and rolled a few inches away from the frame. Even when Peter quickly picked up the frame, he found he couldn't very well see.

"Careful, alien," Said Tokoyami as he passed by.

Peter went looking for his lenses, but his hands weren't able to locate them. Despite the blur of his eyes, he did see a hand come close to his face. In the hand was—from what he could make out—the lenses for his glasses. Quickly he took them and popped them back into place. Finally, his vision returned, he saw who had helped him.

It was a boy with green messy hair and emerald eyes. His cheeks had freckles, and he was somewhat shorter than Peter, who stood at roughly 5'5. This boy was no taller than 5ft even. He smiled warmly, giving off a very friendly vibe, "You ok?" Asked the boy.

Peter adjusted his glasses on top his nose, "Yeah, thank you."

"Sorry, your lenses look scratched up."

"It's not a big deal. My Uncle knows how to fix that."

The boy sat down next to him, holding his knee's close to his chest, "Are you waiting for someone?" he asked.

"Yeah. You?"

"Mhmm; my mom. She's going to be picking my friend and I up today because of the weather; It's been pretty crazy lately. My friend's mom can't come get him so he's hitching a ride."

"Lots of thunder and rain tonight, from what I hear. Could be a power outage too."

"Gotcha. So, what's your name? You're the transfer student from North America, right?"

"That's right," Peter held out his hand, "Peter Parker."

The green hair boy shook his hand, "Izuku Midoriya."

Peter eyed him carefully. Something about this interaction felt strange. It wasn't bad, but it was the same feeling he had been having all day, and only now was he recognizing it. It was as though any time he talked to someone; it was as though he had talked to them before. Izuku was clearly shy, timid and even quiet. Peter didn't need to hear him talk to know that; he already knew before he even spoke.

"Izuku …" Began Peter, "Have we met before?"

"I don't think so. We don't have any classes together. How are classes, by the way?"

"Working through them. I'm still learning to write in Japanese, but I've made a lot of progress in the time I've been here."

"That's good. Wouldn't want you falling behind for something like that."

A voice called out from the street near the school. It was a boy with flat blonde hair and bright colored eyes. He waved and smiled, looking right at Izuku, "Come on, Izuku! Your mom is here!"

"Coming, Kaachan!" Izuku got up and smiled at Peter, "See you around, Parker." He left and joined his friend for a walk down to the parking lot. They smiled and talked like they had been friends for years. Peter would love to have someone like that again. He used to, before moving away.

Now, he was alone as it seems was his destiny.

A hand lightly bumped his head, and he turned around to find Itsuka Kendo standing there. She was leaning to the side with one hand on her hip. She smiled with her eyelids half open, before trotting down the steps, "Come on," She said, "I'll walk you home."

Itsuka kept the lead as the two of them walked through the streets of the city. Mostly they kept to the sidewalks that were mostly vacant for sake of comfort. They managed to trade a few words, but Peter was rather hesitant to talk. What was he supposed to say? He had never been in this kind of situation before. The last time a girl showed any interest in him, it was all a prank by Flash Thompson. This girl though seems sincere; he didn't feel like she had any sinister intent. There was no proof of this, just a gut feeling.

"So, Parker," Kendo began, "Where are you from?"

"Oh, you can just call me Peter. I know last names are more of a thing to call someone here, but Peter works fine."

"Ok, Peter. Where did you live before coming here?"

"New York City."

"Ooh, the big apple. I've always wanted to go there. What's it like?"

"Big. Time Square has so many lights that even at night it looks like day. My favorite part is when the sun sets over the Statue of Liberty and it angles right with her torch. It's absolutely beautiful. I have a photo of it on my wall."

"Ah, there he is."

"What?" Peter looked around briefly, "Who?"

"You. The you with confidence. The one who made a joke and laughed with me. That's the you I like."

He didn't know quite what she meant. He was never confident about anything, at least not with other people. He always hid in the shadows while he let everyone who deserved the spotlight take as much of it as possible. What did he deserve beyond an IT job behind a desk where no one would remember his name? "I don't know what you mean."

"You have another side to you; I can see it. I think you just need a little help getting him out."

"Why do you wanna try?" He said, regretting it almost immediately. She could instantly tell how scared he got for even speaking. The poor boy was so awkward and nervous about everything. There was a better side to him and she knew it. She couldn't explain why she wanted to try and help him. It was just instinct; a feeling that told her to press forward.

Quickly, she grabbed his hand and made him turn the corner. Instead of crossing the next crosswalk, they made their way in another direction Peter wasn't familiar with, "Where are we going?" he asked.

"Trust me," She grinned, pulling him along.

"But I—wait—my house is in the other dire—ok I guess we're—ok," He stuttered, realizing he had no choice in the matter.

Eventually, they found themselves at the park. It was so full of life; it reminded him of Central Park back in New York. The chirping of birds and the squirrels climbing their trees reminded him of home. It was a piece of green among the blocks of grey that the world was becoming. A reminder of what the world used to be before man moved in and changed everything. It represented hope for him; a light inside every darkness.

They arrived at the large pond toward the far end of the park. It was full of ducks and Lily pad's that decorated the water, which sparkled like a diamond among the stars. What he loved most was the lily flowers near the edge of the pond, floating there with all their beauty. Peter knelt down and picked one up, examining it while adjusting his glasses.

It was the second most beautiful thing he had ever seen.

"I thought you would like this," She smiled as she knelt down next to him, "I come here all the time when I need to get something off my mind. The pond is so nice to look at, completely untouched. It was here when the city was built, so they kept it as it was."

Peter gently put the flower down on the ground in front of him, looking to Kendo with curiosity. Why was she doing this, he thought? Normally, people are only nice to him when they want something. After that, the status quo gets restored, "Kendo, why did you bring me here?"

"…I don't know," She answered, "I feel like …I felt like I needed to share this place with you."

"…Why do you get into so many fights?"

This was a rough question for her, one that made her hesitate. Still, for some reason, he's the only one she feels comfortable talking to; the only one who is willing to understand, "I'm just …I look at the world, and it doesn't look right to me. I've never really been shown any other way to handle things. Dad is kind of a brute. He's not mad he didn't get a son, but he wasn't going to have a pretty princess daughter, either. He wanted me strong. Any problem I face can be solved with aggression. I don't really have any other outlet to pour it into."

"What about friends?"

"Who wants to be friends with a girl who likes to fight?"

"Who wants to be friends with a boy who likes to read?"

He didn't choose to say that, but he did. It was that glimmer of confidence that allowed him to speak his mind, and its what she was trying to pry out of him. They looked at each other for a moment, as though space itself was beyond the gate that was their eyes. Kendo slowly reached up for his face, and gently took his glasses off. He didn't fight her on it, but he wasn't sure why. While everything else in his vision was blurry, the one thing that wasn't was her. She was the one thing he could see clear as day.

"I like you without glasses," She said, "Consider contacts."

There was a moment where he wanted to lean in and kiss her, but he felt that would be inappropriate despite all his instincts telling him otherwise. It was like a voice in his head telling him to take that leap.

But he couldn't.

Quickly he yanked his glasses back and put them over his eyes, backing up slightly from her. She had him only for a moment—that confident side of his personality—but it hid away in its cave before she could fully lure it out. He returned quickly to a state of fear and self-shame. He stood up and tightened the straps of his backpack, holding his arms close to his chest, "I should really go, before the weather gets bad."

"Yeah …yeah," She stood up too, holding one strap of her bag as the other hand dangled, "Maybe I'll see you at school?"

"…Sure," He smiled.

She gently bumped his shoulder with her fist before strolling away from the pond, looking back a few times to see if he was staring, which he was. She didn't know why she acted so differently with him—not as aggressive as she was with others—but she liked it.

And so did he.

…

Peter opened the door to his small home and was greeted with a familiar sight. His family remained huddled in the living room doing different activities. His mother watched the news as she always did while his Aunt and Uncle were talking with mom as they watched the television together. Family time meant a lot to them, even his father, despite how little attention he paid during these moments. His father was absent for the moment due to being at work. Peter only really saw him in the morning and night, but never in between. To afford this place and everything that came with it required a lot of his time.

At least that's what he said whenever anyone argued with him on it.

"Hey, champ!" Said Uncle Ben, sitting on the couch next to his mother, "You're home early."

"School was let out early due to the weather. I also wasn't able to check out the comic shop yet."

"Well, maybe we can go this weekend."

Placing his bag next to the door after closing it, he joined his family by sitting on the floor in front of the couch. He always tried to get a little family time in before disappearing off into his room for the rest of the day. Despite everything he wanted to do, this was important too,

"Anything happen at school today?" asked Aunt May.

"Met some kids. She's nice-they-they're nice. I meant they're. They are …'they're'," Peter tripped over his words as his cheeks grew hot.

His Uncle picked up on it immediately, knowing full well what it was when he got like this, "What's the girls name?"

At the mention of a girl, his mother tuned into the conversation, "You met a girl?" Mary asked excitedly.

Peter waved his hands in denial, wiping a single drop of sweat from his forehead, "No, there's no …there's a little—well she's not little, that's not what I mean. Little as in small thing—not that she's a thing, it's –her name is Itsuka Kendo, kinda the rowdy, tough girl type. She's really nice though, and sweet-"

"And pretty?" asked Mary.

"And pretty—wait –mom, no! I mean not that she isn't pretty, she Is—I mean— …darn it."

His family laughed, which only made his cheeks hotter as he covered them.

"I hate you guys!" said Peter as he laughed awkwardly.

They tried to ask more questions about the girl he met, but he chose to tune them out and watch the news. Nothing too special was on at first, just the usual weather report of the sudden storms that have been happening all weak. Some rich guy donated money to charity and people are assuming it's a stunt, there was a poll for the most use emoji icon—which Peter found to be rather stupid— things like that.

What caught his attention was a breaking news report that seemed to come out of nowhere. The footage was live as the newswoman spoke. She sounded alarmed and nervous as the footage played from somewhere uptown. The loud noises got his family's attention as well as the room went silent.

 _"It happened only moments ago!"_ Said the newswoman in a panic, " _The clouds that moved in only minutes ago began to disperse a flurry of lightning strikes that attacked the streets of the city! One such bolt of lightening hit a moving car causing it to swerve and crash into oncoming traffic!"_

The footage showed everything she described. Lightning was pouring from the clouds like a light shower. The crashed car was on fire, with a clear shadow of a body in the passenger seat. Peter couldn't believe what he was seeing.

 _"The driver did not survive the impact, nor did the passengers of the other vehicle,"_ Said the newswoman, _"it truly is a horrific sight."_

The lightning continued to get increasingly worse as the footage went on, causing the camera man to turn off the camera, likely getting somewhere safe. They could still hear the thunder outside, closer than they would like. The tragedy unfolding on the screen made May cover her mouth in disbelief.

"Real shame," Said Ben with sympathy, "That weather has been getting worse and worse, and now this."

Peter's chest became heavier, he felt. Seeing the people on that screen suffering, he wanted to help them. He wished he could pull them out of that fire. Fear, however, was a voice louder than any other. It told him he had no chance, and no one would dare accept his help. He was better off staying out of the way than trying to do anything meaningful.

Again, the tinnitus returned to him without hesitation. The ringing became horribly loud in his ears and he pulled out the cloth from his pocket, alternating it between his ears. His family tried to ask him what was wrong, but he was unable to answer them. His mother showed immediate concern when she saw the blood on the cloth and rushed to his side, checking close on his ears. She spoke with her lips moving, but Peter heard not a word of it.

Finally, as the ringing subsided, he heard his mother asking if he was ok, "I'm ok," he answered, "It's been happening all day."

"What has been?" asked his mother.

"Tinnitus. The nurse says it has something to do with the higher elevation or something. I'll be ok."

"Honey, you're bleeding! Maybe we should stop by the hospital."

"You're assuming we can afford a trip like that right now. I'll be ok; I'll just stop by the nurse again tomorrow."

As much as Mary wanted to argue, he was right. Between the house, food, and everything else, there was no wiggle room for a trip to the hospital, "Ok, but head straight there as soon as you can."

Peter nodded, looking back to the news that was playing. Now, instead of the story about the car crash, they were promoting a story about the traffic over the bridge, "Well, that's insensitive," Peter pointed out.

"What is?" asked his Aunt.

"They were just talking about a car crash because of the storm, then they pull a serious 180."

His entire family looked at him with a confused look, which only shared that confusion with him. Why were they looking at him like he was crazy, he wondered? "What did I say?" Peter asked.

"We just don't know what you mean," Said Mary.

"Weren't they just talking about a car crash?"

"No. There was no car crash, sweetie. It's been mainly traffic stories for the last 5 minutes."

Peter blinked and wiped the remaining blood from his ears as though he had misheard her, "No—we—what? We were just acting all shocked over it. There was a car crash because of the—"

Peter went to point at the window leading outside to emphasize the insane weather that had been taking place. Unfortunately, his evidence was not provided. The skies were completely clear; not a single cloud invaded the air above. There were no sounds of thunder, no signs of lightening. Any trace of the storm was completely gone.

"But …" he started, feeling very confused as he stood up to look out the window, "There was a storm today! That's why we were let out of school early!"

"I thought you were let out because of construction," Said Ben, "Didn't they say they were doing construction on one of the exits and needed kids out of the way?"

"Yeah …but," Peter stepped away from the window, holding his head and adjusting his glasses, "I'm not crazy, right?"

Mary put a hand on his shoulder, "Maybe you should lie down, honey."

He knew there was a storm that day. It was the whole reason he hurried home and skipped seeing the comic store. Yaoyorozu made it very clear in her morning announcements why school would get out early. He couldn't have possibly imagined any of that, right? It didn't make any sense. There was a storm just a moment ago; he heard it! He saw it!

"…Yeah," he finally agreed with his mother. Perhaps he really was going crazy. If everyone was against him, then clearly, he was in the wrong. At least, that's the way his brain processed it. Choosing not to fight back, he let his mother lead him upstairs.

Peter spent the remainder of the day in bed, working on his homework with his legs under the covers. Working as he did got his mind off everything else. It didn't make sense that no one knew about the crash after they clearly saw it. It made even less sense that the weather was suddenly sunny, and apparently always was so.

As the sun began to set with the moon barely on the rise, there was a knock at Peter's door. He didn't have a chance to respond before it was opened. His father came through still wearing his jacket; he had just come home for the day.

"Hey, Pete," his father, Richard, greeted him, "You feeling ok? Mom told me about your ear incident. Want to tell me about that?"

Though it came from a place of concern, his tone rubbed Peter the wrong way. His dad wanted to know everything right away so he could gain control and fix it. That's how his mind was wired; he needed to fix everything, and needed to be in charge to do it. It made talking to him harder than it should be with every discussion feeling like a scolding,

"The nurse at school says it has something to do with the elevation," Said Peter as he put his school book down, "The city has a greater elevation than New York so it might be an atmosphere thing."

"Strange, hasn't happened to me or your mom, nor your aunt and uncle."

"Probably because I'm youngest."

When it came to scientific facts, Richard learned not to question it, especially when the information was coming from Peter, "Your mom said you were going on about some car crash?"

"Yeah …I think I was just overtired," Peter lied so well, he even tricked himself, "School has been hard."

"If _you_ find it hard, then it must be difficult," He joked, "Just thought I would check on you before bed. Try and get a good night sleep for tomorrow, ok?"

Peter nodded instinctively to his father's words, as he had done so many times without thinking. A quick 'goodnight' and his father closed the door, leaving him alone with his textbooks, his notes, and his thoughts.

The last being the most difficult to decipher.

…

The sun quickly replaced the moon with eager tendency. Peter awoke and performed his usual morning routine. While he acted as he normally did every day, other thoughts cowered in the back of his mind. He still couldn't let go of yesterday's events. Had he truly gone made, he wondered? Was he overworking himself in this new school? Everyone seemed against what he thought, so he must have been wrong. That's how it works, isn't it?

Peter walked to school like he did every day. Potentially, there was public transportation to take, but he preferred to get his exercise in and walk; it helped to wake him up in the morning. Students had already begun crowding the front yard with 20 minutes before homeroom. He looked around, keeping an eye out for two things; one was Tokoyami in case he tried to trip him again, and the other was Kendo.

He liked her, that much was certain. The only question now was if she felt the same. She showed genuine interest in him the day prior, but what if it was a fluke? What if she changes her mind, or perhaps it was all out of pity for his weakness? After being tricked back home by Flash Thompson, he wasn't eager to step back onto the field without checking for mines.

The orange-haired girl called out to him with her ponytail flailing in the wind. She was smiling warmly at the sight of him, but he still remained cautious. She approached him with a strong posture, almost imposing on his space, "Hey there, Pete."

"Hey, Kendo," he said with a hint of surprise, "Wasn't sure I would see you again."

"Why is that?"

"Well …you said maybe you'd see me at school."

She chuckled, bumping his arm with her fist, "Walk with me, you dork."

Chuckling along awkwardly, but welcoming, Peter followed her into the school as they roamed the halls. Peter never felt safe walking through school halls; trauma from when Flash Thompson would throw him into a locker at any time. He wasn't sure where the two of them were going, nor was he sure if she even cared.

"Hey," Peter began, "Can I ask you something?"

"Sure," She allowed.

"Yesterday, was there any bad weather? Like storms, lightning, that stuff?"

"No, it was pretty sunny all day. Why?"

"…I don't know, I guess. For some reason I thought it was storming yesterday and that we were let out of school early because of it."

"We were let out early because of construction at one of the entrances."

"See that's what people are telling me. I think I've been overworking myself."

He glanced at her for only a moment and found her staring. Strangely, when she saw that he could see her, she refused to look away. She just kept staring with a smile on her face and a faint redness to her cheeks. What was going through her head, he wondered?

"What are you looking at?" he asked.

"You," She answered bluntly, "Weird question; Have we met before?"

"I don't think so. Why, do you feel like we have?"

"Yeah …It's strange. I just feel like we've known each other for a while. We didn't talk at all when you first moved here?"

"I kept to myself a lot in the beginning."

He reached his locker and dialed the combination, opening it and trading out books between it and his bag. Kendo leaned on the locker next to his with her arms crossed, watching him intently, "You know what you need?"

"What?" he asked while continuing to organized his stuff.

"A day off. My instincts are telling me you spend too much time inside. You should go see a movie sometime," She rubbed her cheek as it grew slightly redder, "Or …maybe we could see a movie."

He put his bag back over his shoulder as a grip took hold in his chest, making him feel like he was sweating without proof, "We?"

"Want me to be blunt, you dork?" She joked, "I'm asking you out."

Peter stuttered to get his words out, too flustered to put together anything coherent, "I-I mean you- you and me- and me going to see a movie-a movie with you- with me- why-why me? I don't- I mean I'm not- I'm not like other- other guys who I- I figure you'd be into unless it's like a- like a platonic-"

She gave him a look that made him immediately stop talking, a slight grin escaping the edges of her lips, "You are such a dork," She chuckled.

"…Why me?" he asked genuinely, "Why not someone …else?"

"Because I like you, tiger."

He caught the last word again just as he had before. He didn't imagine when she said it! Why did it sound so familiar, "There you go again, calling me tiger!"

"I called you tiger?"

"Yes!"

"Hm …don't think I did."

She was being serious, and that worried him, "But-"

"It does have a ring to it," She cooed, "I think I'll let it stick, _tiger._ "

His locker suddenly shut with a loud crash. It wasn't his hand that done it, rather someone else's who had intruded in the conversation. Standing to the other side of Peter was Tokoyami and his friends, Monoma and Kaminari. Monoma was blonde with hair over his eyes, while Kaminari's was closer to orange with a single black streak mimicking a lightning strike. None of them had a face that said they were here on friendly terms.

"Hey there, foreigner," Said Tokoyami, "You're looking better after yesterday. Saw you talking to Ashido during class. Maybe you couldn't handle the pressure of actually talking to a girl."

Kendo took offense to that. He knew she was standing right there, didn't he?

"I'm better, now," Said Peter, "It was a freak accident."

"Not the only thing that's a _freak_ accident," He poked at Peter's chest.

The second he laid his finger on Peter, Kendo cut through and stood between them. Her face was full of rage, startling Tokoyami for a moment before he regained his composure.

"What?" He asked, "We're just having fun, Kendo."

Monoma backed up from the group, still remembering the beating she had given him the other day. He was less than eager for a repeat, and chose to stay out of the conflict further.

"Back off, Tokoyami," Kendo said sternly, "You don't want to stir trouble with me."

Tokoyami laughed, "You're kidding right? You're friends with this guy? He's not even from Japan. He's not one of us!"

"And what is he then?"

He spoke directly to Peter with these next words, a sinister grin as his armor, "Americans have it easy, filling themselves up with fattening food and getting anything that they want with little work. He's pathetic and doesn't even deserve to be here! Peter Parker is weak!"

 _"Peter Parker is …weak."_

 _"You're wrong. Peter Parker is stronger."_

The second voice Peter remembered was Tokoyami's. The tone was much more focused and disciplined than he knew him as. He could not remember where he said those words, or even if he did at all, only the words themselves. They sounded like Tokoyami, but he would never say something like that. Where did that memory come from?

"You know what I think, Tokoyami?" Asked Kendo, "I think you're too scared to admit that you don't like how Peter—despite been a 'foreigner'— is a hell of a lot smarter than you."

Tokoyami didn't like that one bit. In retaliation to her comment, he slapped her directly across the right cheek without hesitation. The action made everyone in the hallway stop and stare in silence, some pulling out their phones in case something happened.

Kendo did not disappoint them.

After a quick recovery, she threw a right hook across his face and sent him stumbling into the center of the hall. They began trading blows, with Kendo having the upper hand in strength and speed. Monoma couldn't bear to stick around in case he was the next target, and bolted out of the hallway. Peter watched, wondering if he should intervene somehow.

Tokoyami tried to retaliate with a kick, but she quickly caught it and twisted it, forcing him in that direction and making him fall to his face. It was only now as she put a foot on his back to keep him down that the teachers showed up. They quickly separated the two, holding Kendo more aggressively than Tokoyami.

"That's enough!" Shouted one of the teachers, Mr. Holland, looking to Kendo specifically, "You've caused enough trouble, Ms. Kendo. You're going straight to the principal's office."

Peter stepped away from his locker and pleaded to the teacher, "No! It's not her fault! I started everything; she was just trying to defend me! You should punish me instead!"

Seeing Peter trying to get involved angered Tokoyami. He quickly escaped the grip of the teachers and charged for Peter, giving no one time to warn him.

He heard the ringing again, but this time it was different. There was no pain necessarily, only a feeling. A vibration in the back of his head like a phone. As each millisecond went by, the noise got louder and louder until his instincts took control of his actions. Without thinking of the what or why, he turned around just in time to see Tokoyami throwing a punch at him. His mind expected to he hit straight in the noise and fall over.

His body had a different idea.

His left hand quickly moved at a speed he didn't know he was capable of and swatted Tokoyami's fist to the side. His right hand went up and curled into a fist, striking directly into his enemy's chest. The impact unexpectedly sent him flying straight across the hall, effortlessly travelling a good ten meters before coming to a stop.

Everyone, including the teachers, paused to stare at Peter's incredible feat. It was only after the moment had ended that he regained composure over reality. Had that really just happened? He went flying so far? Peter has never been that strong before. He was barely able to keep up during gym classes. His fist shook in fear, as though he had just committed the worst kind of sin. To him, stepping out of the status quo was that sin.

"Parker," Said the teacher holding Kendo by the arm, "Principles office, now."

…

Both Kendo and Peter sat together in the principal's office for some time. They were each suspended from school for the day. With Tokoyami receiving the same punishments. As they sat in the waiting chairs, Peter did what he always did in times of crisis. He kept his hands on his thighs and sat quietly, keeping his face blank of any and all feeling. All he could do was numb the pain away and accept he royally screwed up. Any chance of dating Kendo was gone now, at least he assumed it was. Why would she ever want to talk to him again after that?

Kendo poked his arm, seeing the amount of distress he was in, "Hey," She cooed, "How you holding up?"

He hesitated, unsure why she even bothered speaking, then blankly said "I'm ok," the only phrase that ever made anyone happy.

"No you're not," She denied, "You do a poor job hiding it. You should be happy."

"I am happy."

"You aren't even gonna ask why you should be happy?"

Silence.

"There's no way Tokoyami will bother you after that display," She reminded him, "How did you do that anyway?"

Silence again, this time because he really didn't have the answer.

"In any case," She quickly stood up and grabbed a sticky note from the front desk, then wrote something on it with a pen before sitting back down and handing it to him, "This is for you."

When he took the sticky note, he saw she had written a series of numbers on it, "What's this?" He asked.

"Call me," She smiled, "I wouldn't mind hearing from you."

She was serious, he thought. She really wanted to spend more time with him, even after the mess he dragged her into. This was no ordinary girl; she was something special.

That brief moment of happiness was cut short when the door to the office opened vigorously. Stepping through the door was his father with a look of utmost rage. The moment Peter saw him, he jumped to his feet and came to his side, leaving through the door without so much as a wave goodbye to Kendo. The sheer fear she felt from him worried her. Hopefully he'll call her soon.

Outside, Richard dragged Peter by his arm, gripping his muscles tightly before yanking him to a stop, "Do you realize what you did?!"

He asked this only because he wanted Peter to say it, "Yes," Peter said quietly.

"God damn it, Peter," He scolded with fury in his voice, "You made me leave work to pick you up!"

"Mom could have gotten me-"

"No, it needs to be me, otherwise you don't learn your lesson!"

It was time to be quiet now, Peter thought. Let him ride this out; there was nothing he could do to stop him from saying what he thought he needed to.

"Moving here has taken a toll on all of us, I understand that. That's no excuse to start punching some kid!"

He wanted to argue that it didn't quite go down like that, but his father would only deny his words as an excuse to escape punishment.

"Everything I'm doing, I'm doing for the family, Peter. You seem to be doing things only for yourself! I don't want to deal with this! This isn't my responsibility, it's yours!"

"Yes, dad," He said while looking down.

"Look at me," His father ordered, "I said look at me."

Peter looked up forcefully, fighting the tears in his eyes.

"No crying," Stated Richard, "Wipe those tears away right now."

Peter quickly wiped his tears, fighting the urge to sniffle in the fear it would make him angrier.

"Get in the car."

Peter quickly got to the car and opened the passenger door, getting in fast while also closing the door carefully in case a loud noise annoyed his father. Richard got into the front seat and started driving away without saying a word further to his son.

Peter was the first to walk through the front door of his home, his father came behind him and shut the door with a light thud. His mother was waiting in the living room for him while his Aunt and Uncle stayed in the kitchen. His father told him to sit down, and Peter obeyed without question, placing himself on the couch.

His mother didn't want to do this today. She knew Peter; she knew he wouldn't fight someone unless he had to. Whatever happened, she knew with certainty that it wasn't his fault. His father though only wanted to be angry. He's been stressed out with the job and the move, and this was enough to set him off. He'd rather fight the problem than negotiate with it.

"Your son got into a fight today," Said Richard, "Thanks to him, I 'm behind schedule. Can you please talk to him?"

Mary nodded, and Richard took that as the excuse to abruptly leave the room. He had other problems to deal with now, he thought to himself.

The living room was in complete silence. What was she supposed to say to him? In her eyes, he had done nothing wrong. Richard paid the bills, though, so she had to say something.

"Peter," began Mary, "Tell me what happened."

"I got into a fight at school. I shouldn't have done that, I'm sorry," he said everything he thought he was supposed to, it was the only way to make his stressing father happy. She didn't know what to say that would make him feel any better. He was stuck in his shell with no way out.

"Mary," Said Ben.

His voice rung from the entrance to the kitchen. He leaned on the door frame with his arms crossed and head tilted slightly, giving her the message without having to utter a word. He was always better at this than her, after all. In defeat, she stood up and moved into the kitchen as Ben took her place on the couch.

"Did he deserve it?" asked Ben.

"No, Uncle Ben," Peter answered blankly.

"But did he?"

If the years have taught him anything, it's that Ben was one of, if not the only person he could trust with his feelings. His mother didn't always understand, and his father undermined his feelings. May came close but didn't always have the same insight as Ben did. He was the one person who wouldn't punish him for thinking.

Finally, Peters face filled with emotion as he fought the heaviness of his lips, "He called me so many names …foreigner, immigrant, alien …he tried to hurt me and I just …hurt him back."

"It sounds like you were defending yourself."

"We started a fight; I shouldn't have let it get that far."

"Still, seems unfair you being punished for defending yourself from a bully."

"It's the school rules."

"I'm talking about Richard. He's been so preoccupied with his job, the house, bills. He hasn't had any time to deal with things emotionally. He's a very physical person when it comes to problems. All those emotions bottle up, and unfortunately, that turns minor setbacks into massive annoyances. I'm just sorry you got caught in the crossfire."

"I deserved it."

"The hell you did," Ben finally raised his voice, but only slightly, "Look at you. You're so afraid to feel what you really feel. How can he expect you to become a man if he won't let you until it's too late? If he keeps treating you like this, when you finally move out, you won't know what to do. What then? Does that become your fault?"

Peter didn't want to argue with him because he felt he was right. Yet, a voice in his head told him to say how wrong Ben was, simply because it would make his father happy. Good grades make him happy, so he has to be smart at the sacrifice of every other life skill. He could never admit that, not to his face, maybe not ever.

"Peter," Ben reiterated, "Does that become your fault?"

"…Yes," He said, "Like dad said, it's my responsibility."

"Wrong, it's his own fault if he fails to raise you right. He has power over you but doesn't use it as he should. He doesn't use it responsibly, Peter. I know there's strength in you. He won't change unless you stand your ground and talk to him."

"He's _your_ son, _you_ talk to him," Peter suddenly snapped, tightening his lips straight after.

"You see," Ben pointed out, "That strength is inside you; that great power. Wielding something like that comes with a great responsibility. You do what's right, even if it hurts someone you love."

Those words didn't click with him. He was raised never to do harm to another person, physically or emotionally. It was rare Peter ever said no to someone due to not wanting to hurt their feelings. If someone—anyone—was angry at him, then they must have had good reason. Everything was his fault; it had to be. It's just how he was wired.

 _Great Power._

The phrase repeated itself in his mind.

 _Great Responsibility._

Single moments, single frames of time reach the forefront of his mind. He can't make any of it out, not coherently. They were images of himself, of Itsuka, some of the other students in strange costumes he had never seen before. There was a man on the ground, shot dead, and he looked like his Uncle. May laid in a hospital bed with a plane crashing outside. None of them connected nor did they make sense, but each one felt real, and vanished as quickly as it came.

 _Peter …_

He thought it was his Uncle trying to call for him. He could see his lips moving but his words didn't reach him. No, the voice belonged to another, someone who knew him but he didn't know in return.

 _Peter …Peter, can you hear me?_

With a single blink, his surroundings had changed. Peter found himself standing in a large white room with padded walls. In the corner, a man with messy hair was sitting curled up with a straight jacket. The man looked as though he hadn't showered in weeks. Faintly, he called the name again, Peter, over and over again. It echoed, not off the walls of the room, but off the walls of his mind.

 _Find me, Peter …_ said the strange man.

Another blink, and Peter found himself back in his house, his uncle holding his shoulders with concern.

"…I need some air," Said Peter as he jumped to his feet.

"I'll open a window," Ben tried to assist.

"No, I-I need to go," Peter tried going for the front door, but Ben quickly stood in his way.

"Peter, calm down. Whatever is going on, we're here to help."

"I just need to be alone for a while."

"Peter-"

"Please!" his desperation grew.

The moment he raised his voice, his father came stomping into the room like a soldier, "What the hell is going on?!" He said as he saw how visibly upset Peter was. He hated when Peter got so emotional, and immediately assumed it didn't mean anything good, "You don't talk to your uncle that way!"

Richard went to grab Peters arm as he always did. The ringing in Peter's head returned, and this time he grabbed his fathers arm at the last second, twisting it and forcing his body to bend off balance. Richard gasped in pain and stood on his toes as a response. Peter let go quickly and backed away, watching his Uncle look after his father. His hands shook with uncontrollable strength.

Desperate and scared, Peter rushed out of the house.

…

The streets were lonely for him; they had lost that whimsical feeling he loved so much. Now they were just noisy as he traversed them. Every sound and smell amplified and shot themselves at him without warning or reason. The lights were brighter and the sounds were louder; Why were all his senses acting up like this? Why did it hurt him so much to feel the world around him? Every time a car went by, that ringing in the back of his head returned and tingled all over his body, like an invisible force urging him to move away. What was it? What was happening to him?

There was only one place outside the house that he would feel safe.

The bell above the door rung loudly to signal a customer had arrived. Peter found himself desperately entering the domain of the comic book store. It was fairly big with comic books lined down the walls. Across the center were racks of shirts and other items franchised to specific properties. Posters were hanging on the wall close to the ceiling. The bright colors and music playing from the speakers gave him a sense of safety.

Back in New York, he would always come in a place like this after school. School bullies would never think to come in here and risk losing respect from their friends. Places like this were meant for nerds and dorks and comic book geeks. It was like a magical shield was placed over the building, keeping all the evil away from it. Only by being inside could he let his shoulders drop and relax.

Finally, he could breath.

The cashier gave him an odd look. Peter laughed nervously, finger gunning him with an awkward hello before strolling into the store. His face felt hot from embarrassment, but at least he was comfortable here. He started looking through the many different comic books lined up against the wall. 'Sargent Germany', 'Orange Tiger' and 'God of Lightning' were among the superhero's stories scattered on the racks. Past that were the Manga's, of which he only owned a few. 'Naruto', 'One Piece', and 'Dragon Ball' were among the most popular of them.

He tried reaching for one of them, and his hand nearly collided with another. Out of respect, he pulled his hand away and hid his face from the owner of the other hand, awkwardly looking at other Manga.

"Hey, Parker?

He looked to the girl standing next to him, and she was one he recognized. It was Kyoka Jiro, the quiet girl back in his class. She was dressed casually rather than in her school clothes. A pair of headphones were hanging from her neck, playing loud rock music he could hear from where he was. Peter was suspended for the day, but school hours were still in effect. What was she doing here?

"Jiro?" He questioned, "What are you doing here?"

"I like Manga," She answered, "What are you doing here?"

"I like …comics?"

"…Cool."

She continued to browse as though nothing was wrong, but Peter was just too curious, "Jiro," He started, "Shouldn't you be at school?"

"Shouldn't you?" She retaliated.

"I …got suspended."

Now she had a reason to look at him, one eyebrow up and smirking, "Well look at you. Didn't think you were the type. What did you do?"

"I …got into a fight …with Tokoyami."

The name wasn't one she liked, but that was the normal consensus when it came to him, "Did you win?"

"That's not the point."

"Did you win?"

"…Yes."

She raised her free hand open and flat, "Gimme five."

He left her hanging for a few seconds to see if she was serious. When he realized she was, he gently patted her hand.

"That was pathetic. You gave me like, two. I said five. Gimme five, Parker."

Annoyed, he released air from his nose and tried again. This time he put in a little more force while trying not to hurt her. His hand collided with hers, recoiling the nerves in her skin. It hurt a bit, but she didn't mind very much.

"There you go, Parker!"

He smiled nervously, rubbing the back of his neck with one hand. To avoid having to talk further, he continued to look over the many Manga presented on the racks. Some of them were clearly meant for older audiences with images of women in small clothing plastered on the covers. He'll never understand why some writers sacrifice good writing for fan service.

Looking past those, he picked up one he thought looked interesting. It was a boy with orange hair wearing a long black samurai outfit, wielding a sword in his hand. There was a woman behind him with black hair and the same outfit.

"That's a good one," said Kyoka, "One of my favorites, actually."

"I've been meaning to read more Manga. Good place to start?"

"Definitely."

"Noted. I've been more of a comic book person," he looks to the rack of comic books, and picks one up to show her, "This is one of my favorites."

She leaned in to read the title, squinting her eyes only slightly, "'The Human Spider'?"

"Written by the late Stan Lee. It's about a boy who was bitten by a radioactive spider and gained super powers."

"Wouldn't that just kill him?" She grinned.

"You're asking me for realism in this store?"

She paused, trying to find and argument against him but coming up with nothing, opting to chuckle along with his joke, "Fair point."

He put back both the comic and the manga before finally addressing the question she avoided, "Why aren't you at school? Did you get suspended too?"

She finally decided to turn down the music of her headphones, actually taking real investment in the conversation instead of one-off jokes and remarks, "I just didn't want to go. Didn't feel like dealing with Tokoyami again after the previous incident."

"You aren't allowed to skip."

"And yet I'm here. You should try bending the rules more often, Parker. It may do you some good."

"There's a difference between bending the rules and picking them up, throwing them, and watching them shatter like glass."

"Look at you and your simile's. Look, sometimes we need a mental health day. Otherwise we drive ourselves crazy like you have."

He looked at her in offence, "Me?" he questioned, "What makes you think-?"

"Take it from someone who knows." She pointed to herself, "I recognize someone suffering from a mile away."

As much as he wanted to deny it, it was clear she could see right through him. He did suffer, emotionally. Peter put so much pressure and stress on himself, more than a boy his age should. It got to him more often than he would like to admit, to the point where he felt the only safe place to cry was in the shower, where the stream of hot water could mask his tears when he got out.

"You know what always helps me?" She asked rhetorically, pointing to her headphones, "I drown out everything in music. I like to set my own vibe for the world since the actual vibe is crap," Removing the headphones from her neck, she handed them over to Peter, which he took hesitantly, "Here, listen."

"I don't know If I should."

"Try it."

Gently, he took the headphones into his hands and put them over his ears.

What played at first was a track of rock music. It was the song she was listening to before he had interrupted her. The genre of music wasn't really his style, and she could see that pretty well by the look on his face. She flipped through the songs and watched his reactions until finally she landed on one he liked. It was a softer song, mainly slow piano as the instrumental. The words were sung by a woman with a gentle voice.

 _"Leaves turn brown, and snow falls white._

 _Grass grows green, and the sun shines light._

 _Close your eyes and see. All of this beauty,_

 _It comes from you."_

Peter smiled, closing his eyes in bliss.

 _"Hair turns grey, and skin turns pale._

 _Seeds grow, and they turn to trees._

 _I see you grow every day._

 _You change. It's strange."_

As the final verse seemed to roll in, Peter allowed himself to join in and hum the words under his breath, despite it being the first time he heard it.

 _"Leaves turn brown, and snow falls white._

 _Grass grows green, and the sun shines light._

 _Close your eyes and see. All of this beauty,_

 _It comes from you."_

"Peter."

He opened his eyes expecting to see Kyoka, but instead he was somewhere else. He was back in that padded room he saw before. The lights were flickering rapidly, and doctors were trying to get through the door. Sitting in the corner shaking in a fetal position was the man with scruffy hair, begging softly under his breath. He spoke Peters name over and over as though he knew he was there.

"Peter?"

Another blink and Peter was back in the comic book store. Kyoka was staring at him awkwardly, wondering if he was ok. What he didn't immediately realize was that tears were running down his face more freely than they had for a long time. He lifted one finger and wiped a tear away, feeling immediately panicked.

"I-I'm sorry," He took off the headphones and nearly tossed them back to her, "I need to go, I'm so sorry."

"Peter, it's-"

"It's not ok!" He shouted, covering his mouth immediately after. The other customers stared at him, a kind of pressure he just couldn't take. Overwhelmed and embarrassed, he rushed out of the store and left Kyoka behind in confusion.

Peter nearly slammed the door shut as he left the store, speed-walking away before Kyoka could catch up and stop him. He felt so stupid; he thought that was somewhere he could escape to. It was supposed to be the one place he could feel safe. How could he let himself cry in front of her? He wasn't supposed to cry. If his father could see him right now, he would be more than disappointed.

He was so distraught that he took no notice when he walked into the road before the crosswalk signal had changed. Headlights came barreling at high speeds toward him. The driver hadn't seen Peter until it was too late and slammed on the breaks. The car skid across the pavement and would have rammed right into him, if he hadn't moved at the last second.

Responding to that strange tingling sensation in his skin, Peter instinctively jumped out pf the way of the vehicle. His body went soaring through the air, higher than he had ever jumped before. He tried to grab something—anything. The first thing he saw was the wall he had crashed into, and he tried clawing at the bricks for something to hold onto. When he stopped falling, he was relieved and looked to what he had grabbed.

Nothing.

His finger tips were pressed to the surface of the wall and stuck there like a fridge magnet. He couldn't process it and looked between his fingers and the ground far below him. He had leaped at least four stories high, sticking to the walls surface as though it was his source of gravity. A single pull was all he needed to remove one of his hands from the wall, and it took little effort to let it stick again.

Curiously, he moved up.

He found himself climbing up the wall with ease, like traversing the ground on all fours. He felt the dirt and residue under his fingertips, left on the wall from years of exposure to the world and it's elements. He thought the material between his skin and the wall would make him slip, but no such thing occurred. There was barely a slip or a hiccup in his movements, almost as though his body had skills his mind lacked.

When he made it to the top, his hand reached for the nearest thing to pull himself up, what he found was a pipe sticking out of the roof. When he grabbed it, his hand had crushed it as though it was paper. There was a loud crumbling of metal that ceased without a struggle. It couldn't be, he thought. Had he just crushed the metal in his hands like it was nothing?

Standing on the roof, he looked over the city below. Everything seemed so small from here; so fragile. Despite the fear running through his veins, he couldn't help but feel that childlike wonder from seeing the city from here. No one knew he was up here; no one could see him. For a moment, there was a sense pf peace in the height. He was alone with his thoughts, his confusing and complex thoughts he spent years fearing.

His eyes traveled to his feet, the limbs of which previously reacted without command. He had leaped so high into the air before. He wondered; how high could he jump?

There was one way to know.

Stepping as far back on the roof as possible, he had his eyes set on the roof across from him. He hesitated for what seemed like so long until finally he started running. His eyes shut instinctively out of fear, but his body kept moving without permission. It was as though something was calling to him, telling him to jump and that he would be ok.

And he listened to it.

When he opened his eyes, he had jumped far into the air, soaring far over the roof he had aimed for. The wind blew through his face; his eyes were shielded by his glasses. It felt as though he was flying like the heroes in his comic books. Comparing himself to them, all he could do was smile with tears of joy in his eyes. The moment was overwhelming.

When he landed, he immediately jumped again, wanting to experience that feeling of freedom forever. Flying through the air as he did, he felt a sense of joy he thought he never could; a joy he thought he didn't deserve. There was nothing holding him down; the chains of the many voices of authority couldn't reach him up there. He kept jumping every time he landed, unable to help letting out a cheer every now and then. Is this what freedom felt like? Is this what Kendo wanted him to understand?

Is this his confidence?

One final leap brought him soaring across the park Kendo had previously brought him to. When he landed, he stumbled and fell onto his back with contagious laughter. His glasses were tilted out of position, and his face was covered in leaves and dirt, but he didn't care. He just couldn't stop laughing from the experience no matter how little sense it made. Despite being a man of science, for just a moment, he didn't care for the explanation.

Little splashes were heard just out of eyesight. Looking up, he saw the pond Kendo had shown him the other day, where a frog had just leaped onto a Lilly pad. The surface of the water rippled from the pad and vanished, but his memory still pictured it there. Even though it faded, he could still feel its presence there no matter how hard he tried to forget.

Ripples in water …like ripples in reality …

It was strange, and he couldn't describe it, but he could swear there was something else in the water. He crawled closer to it and peered gently forward to see his reflection. At least, it was supposed to be his reflection, but that isn't quite what he got.

Instead, what met him was a boy his height and build. He copied his movements down to the smallest detail as a reflection would, but it wasn't Peter, at least, he didn't think it was. The boy—he assumed it was a boy—was wearing a strange red and blue costume. A web design was scattered all over the red with two eye lenses mimicking an insect. No, not an insect, he thought, not quite. It was more like an arachnid.

A spider…

 _"We do what we can with what we have, and that's all anyone can hope for."_

His aunts voice spoke softly in his mind. She sounded tired, yet happy. Why did the sound of her voice make him feel so sad?

 _"I am happy"_ said another voice.

His eyes drew to a pebble lying next to his hand, and he picked it up as though it was the most fragile thing in the world. He held it up to his face as his strange reflection did the same.

Ripples …

He stood straight looking down the pond and its great reach. With his strength, he'd reach the end with ease. His uncle taught him how to throw pebbles when he was younger. He said to always be sure the flat side was what bounced off the water. He even made a game out of it. Or was it someone else who taught him that game?

"I am …" He paused, pulling the pebble back, "Peter Parker."

With a powerful and swift throw, he tossed the pebble across the water.

In his eyes, the rippled created by the water reached beyond the pond and into the ground, the air and the trees. Light seemed to erupt from it as the sun bounced from its surface. The water was filled with images that made him lose his breath. Every image was accompanied by words spoken by someone of significance, people he only remembered in that moment.

Mina Ashido…

 _"I feel important to him, and it makes me happy."_

Momo Yaoyorozu…

 _"What we do know is that you inspire us to be better."_

Kyoka Jiro …

 _"…I'm not going to be scared anymore."_

All Might…

 _"You must be able to keep striving and fighting for what's right."_

Izuku Midoriya…

 _"You're right …the world won't wait for me!"_

Itsuka Kendo …

 _"We're in this together, remember?"_

The tears returned to Peters eyes, only this time, he allowed them to fall. Who he used to be would have covered up his sadness in fear of rejection. Fear that those he loved wouldn't want to deal with what he was going through. For a time, he forgot the lesson that took so much to learn. To be sad is ok, because those who truly love you will be there to support you. Shutting them out only makes the pain worse.

He had forgotten, but now he remembered everything.

Slowly, Peter removed his glasses from his face; he no longer needed them. His sight was perfect, more than perfect in fact. Wearing the glasses now only hurt his eyes. These little things used to cause him so much agony. They defined who he was for everyone who didn't care enough, but not anymore.

He dropped the glasses and watched them fall to the ground as the lenses pop out.

He knew who the boy in the reflection was now. He was more than a boy; he was a man.

And this man was pissed.

In his distraction, he failed to see the storm clouds quickly coming in. It took only a few moments for thunder and lightning to start within the dark sky, acting closer to the city's surface than anyone was comfortable with. It was just like before; unexplained storms of great magnitude without even a drop of rain to accompany them. He knew now that it wasn't just a phenomenon; something—or someone—was causing this.

He looked at the sky like a map. Somewhere out in the city was someone he needed to find. He found her once before, but lost before he was able to stop her. This time, when they met again, he wasn't going to lose. He was going to fix this, and stop her.

"Mayume Aihara," Said Spider-Man, "What the hell did you do to the world?!"


	50. Pro Hero (Part 2)

Peter leaped over the rooftops with anger in his eyes. The tears had stopped flowing; dried by the wind in his face. Now, he was full of rage he had never felt before. Everything betrayal, every tragedy had filled his mind quicker than he could process, and all he could do to work it off was keep moving. He ran through a city he no longer recognized, just as he was starting to call it home, and it was all thanks to her.

Mayume Aihara.

She used him from the very beginning by doing the most sinister thing of all; she became his friend. Someone he could confide in with what he was feeling. She supported him at Norman's trial, fought for him at more than one occasion, all while using him to get what she needed. What hurt most was that she, too, considered him a friend. Unfortunately, their paths were divided, and there was only one way they could cross again.

He tried to save her, and now he needed to stop her.

He stopped on a roof at the sound of another thunder strike. The lightning was close to him, striking an antenna just a few blocks from where he stood. It was just like it was the day before; an unexplained storm coming out of nowhere. This kind of weather felt different; he could feel it in his spider-sense. This had to have something to do with her and whatever she did.

Who was he kidding? He knew what she did.

When she said she was going to remove quirks from the world, he thought she meant from the present. She did far more than what he thought, going as far as stopping quirks from every existing. In the little bits of memory he had left of his life in this new reality, he remembered no sign of super powers; that life was slowly fading from him as his old one returned. Everyone had changed. Some people may no longer exist, other only exist because of what she did.

What other consequences did she bring on them?

The phone in his pocket rung, loudly. He wasn't used to that since in the old reality, his phone didn't work here. When he pulled it out to see who it was, he held a hand to his mouth in disbelief; it was his mother. Perhaps he had been spending some time with her in this reality, but memory of that time was fading. This, as far as he was concerned, would be the first time he's heard her voice since he was little.

His hand shaking, he answered "Hello?"

" _Peter! Are you ok?_ " Asked his mother desperately, " _We're so worried about you, sweetie! Where are you?!"_

He nearly started crying again. Her voice was one he knew well from the many nights she read him stories. The only reminder of it he had anymore were old videos kept by May and Ben. To hear her voice in real time—distorted by the phone or not—was a blessing he never thought he would get.

"Mom …" Peter began, wiping some tears away with a sniffle, "Yeah, I'm ok! I'm sorry I left; I just needed some time alone."

" _Can you please call your Uncle and tell him you're ok?_ "

"Uh …sure, but can't you tell him?"

" _No, he went out looking for you after you stormed off. Your father is getting very upset; you both need to come back here soon._ "

His Uncle was looking for him? That sent Peter into an immediate panic. With the storm as bad as it is right now, there was a good chance he could get hurt just like the car crash. Whether the crash really happened or not, this storm was still deadly to anyone caught in it, "I'll find him, Mom. I'll be home soon."

" _Ok, I love you._ "

Peter nearly choked, but remained composed, "I love you too."

He hung up with his hands shaking worse than before. He couldn't let it happen again, not this time.

Not having his webs was starting to become a habit, but he didn't let that stop him. He jumped across the rooftops and ran across the sides with his adhesive abilities, trying to cover as much ground as possible while dialing his phone. His uncle's number hadn't changed; it was still the same as it was in the other reality. Ben quickly picked up before Peter could even get his phone to his ear.

" _Peter! I've been looking for you!"_ Said Ben in relief.

"Ben! Tell me where you are! It's not safe with this storm!"

" _Well that's the same reason I came looking for you!"_

"Just tell me where you are!"

" _Alright! I'm on the side of Stacey and Pride Street. Let me know when-"_

A large crack erupted over the phone, leaving only static as the remnant. Peter didn't bother asking if he was still there, it wouldn't do any good.

By now, he knew the city well enough to find the best shortcut to where Ben said he was. He pushed himself as far as he could, making his jumps great in distance without caring who saw him. In the distance, he saw smoke lifting up into the air. Lightning had just struck in that area, right around Stacey and Pride street. That's where he was; That was Ben.

Quickly he leaped down to get a grip on the situation. A lot of the street was on fire from cars to street lamps. This wasn't just one lightning strike, not by the multiple burn marks on the ground. This entire area was hit with a shower of lightning.

"Ben!" Peter shouted, "Where are you?!"

A loud groan could be heard a short distance away. A lamppost had come down after being struck and set aflame; under the lamppost was his Uncle. There was a bruise on his head and the post had landed directly on his chest. Seeing him lying on the ground reminded him of that horrible night. A night undone by time but not by memory.

Peter rushed over and knelt down, immediately grabbing the post, "Don't move!" he said.

"Peter …" Ben coughed, "You won't be able to lift this! It's too heavy for you-!

Ben was shut into silence as Peter lifted the pole with ease, barely needing to give off any audible struggle before tossing it to the side as the powerful winds of the storm carried it away. Before Ben would question how he had done that, Peter lifted him onto his feet and held one of his arms over his shoulder, carrying him away from the source of the fires.

A good distance away from the flames, Peter put Ben down on the sidewalk. Finally, the old man could process everything that had happened, "You …you lifted that like it was nothing," Said Ben, "How did you do that?"

Peter ignored his question and pulled him in for a hug, making sure to be gentle. This was the first time since his death that Peter was able to hold him. Whether he was real or not, he needed this more than anything. Everything about him was just like the Uncle Ben that he knew, sending him back to before the night of tragedy. It was enough to nearly make him cry again had it not been for keeping his composure.

Peter quickly let go and sighed, "Sorry, just glad that you're ok."

Again, the ringing of tinnitus overtook his ears. This time he remained far more composed than before, refusing to even so much as bend over from the pain. His ears only bled slightly as the pain was quick. It was gone as fast as it had arrived.

Suddenly, there was silence.

Peter turned around and found the storm was completely gone once again. There were no scorch marks, no fires, no damage of any kind. All the clouds were completely gone along with all the danger they posed. Just like before, it was wiped away as though it didn't happen.

Peter turned back around, wanting to test a theory, "Recap literally the last 120 seconds for me."

"What?" Ben questioned.

"Please?"

"Peter, I don't see-"

"Humor me."

"What happened to your glasses?"

"Humor. Me. Please?"

Ben sighed in surrender, "…I was walking down the road when a lamppost broke and fell on me. You came and saved me."

"Why did it fall?"

"No idea."

"Lightning strikes? Storm clouds? Ring a bell?"

"Storm clouds?"

Just like before; there was a pattern here. One of these storms pops up and starts causing damage, then once enough people notice it, it vanishes as though it was never there. The tinnitus and the storms had to be connected somehow. Every time they vanished, his ears acted up. No, not his ears; What if it wasn't as simple as that? What if it wasn't tinnitus at all? There was only one other thing in his head that would cause pain on that big of a scale.

His spider-sense; Whatever made the storms go away triggered his spider-sense.

"Ben," Said Peter, "Let's get home."

 **Spider-Man: Hero Academia**

 **Chapter 50**

 **Pro Hero (Part 2)**

Peter helped Ben into the house as he was still limping slightly from the pain. It had taken them a little longer than Peter would have liked due to Bens injuries, and to Peter's hesitation to return. Hearing his mother's voice was one thing, but to see her was another. Seeing so many familiar faces in one day may just be too much for him to handle. The last memory he had of either of his parents was when they dropped him off at his Uncles house, then left for a plane they would never leave from. Had Mayume really brought them all back, or were they just echoes of the real deal?

Mary came up to him quickly and hugged him, worrying he would shatter if she ever let him go. He couldn't help but hug her back; the emotional rush of being in her arms again was too much for him to handle, he couldn't help but let out a small chuckle.

"You think this is funny?" asked Richard as he came into the room, "You don't get to just walk out of the house whenever you want! And what happened to your glasses?! Don't tell me you lost them! They were expensive!"

The little memory of his old life he had left remembered being afraid of Richard, his father. In fact, even when he was a child, there were times where he was scared of making him upset. Anytime he was working, he was stressed in some way. That stress always led to verbal outbursts. There was a chance some of that trauma still existed somewhere within Peter; finally, he had a chance to face it.

"Mom, Ben," asked Peter, "Can you give us a moment alone?"

Nodding, Ben took Mary by the shoulder and led her out of the living room and into the kitchen. They assumed this would go like every talk Richard had with his son. He would scold him, Peter would feel upset and say nothing, he spends time in his room until he learned his lesson. At least, that's how Richard saw it.

"Who do you think you are, right now?!" Asked Richard, "You scared all of us and made us worry you were hurt! You can't just leave on your own! You're only a child! I've never seen you misbehave like this!"

By this point, Peter would normally be on the brink of crying, and Richard would tell him to stop. Strangely, he noticed there wasn't a single tear shedding. Peter did flinch slightly from the sound of his voice; memory of his childhood coming back to him. Right now, though, there were bigger things at stake, and that's what gave him strength.

"Are you going to answer me?!" scolded Richard.

"Are you going to act like a father?" Peter asked bluntly.

Now May, Ben and Mary were all listening. They had never heard Peter talk back before, not even a little.

"Excuse me?" Asked Richard, "You know something-"

"I know a lot, actually," Peter interrupted, "I know you spend more time working than you do being a dad. Whenever something goes wrong, you choose to get angry at it and people around you. Rather than actually talk to me, you take your own assessment of the situation and ignore all other possibilities. I know that you pin my emotional problems on mom rather than help me deal with them yourself. I know the only reason Ben Is living with us right now is because you need someone else to raise me in your place, and May is just along for the ride. "

"That's enough! I don't know where this behavior is coming from-!"

"You. It's coming from you. From years of harbored emotions that I forced myself to keep hidden because I didn't want to make you mad or disappoint you. I conformed to everything you wanted me to be and what you wanted me to do, sacrificing my own happiness in the process. You expect me to act like a man but you treat me like a child, making my choices for me then getting mad when I don't know how to make choices on my own."

"You're being-"

"Ridiculous? Retarded? I'm being honest about what I feel, maybe for the first time since I was little," he paused taking a deep breath, "Dad, I do love you. I love you and mom and Ben and May more than anything in the world. You guys were—are—everything to me. You set the groundwork for the kind of person I became, but you never allowed me to take any steps on my own. I need to take those steps now."

Richard had stopped listening to his speech at this point. He chose to see what he was saying as one big excuse to pin everything on him, to use him as some kind of scapegoat for all his problems. He wasn't going to allow his 16-year-old son suddenly decide to get rebellious on him out of nowhere.

In retaliation to Peters words, Richard tried grabbing Peters right arm again, telling him "You're going to your room!" In a loud voice. However, when he tried to pull Peter from where he stood, he didn't budge; he barely put an effort into resisting him. Richard continued trying for a moment, scolding him to listen. Eventually, he just gave up and let go.

"I'll see myself up," Said Peter, calmly walking up the stairs. The family could only look at each other in confusion. Peter had never acted that way to them until now, and they didn't entirely know how to feel about it.

The moment he had stepped into his room, he rushed for the laptop sitting on his desk, feeling thankful this version of him had a need for it. Knowing now that this world was nothing like the old one, he had to see just how far the changes went. He started with big events, typing the many forms of terrorism and crisis that have happened over the last 100 years. He searched for wars; WWI, WWII, The Vietnam War, all of them, and he came up blank. There was conflict during these times, sure, but no wars. No times where innocent men and women went into battle and never made it home.

Mayume erased war.

Countries didn't have to be allies, but no one was choosing to target one another. Terrorist attacks were what he searched next and found nothing. All the worst bombings, shootings, and genocides were non-existent. She had really done it; she erased all forms of conflict between nations. How could she possibly account for all the variables that would bring?

Unless she couldn't.

She's not stupid, she has to know she can't erase conflict entirely. Instead, she must have altered events so no one would die. Every bombing, shooting, terrorist attack minimized just enough so there was no death involved, but still big enough to keep society roughly the same, minus the inclusion of Quirks. If she did it that way, then she wouldn't need to worry about too many rouge variables.

A world where no one dies before their time.

She hadn't touched too much of previous history, specifically everything before the Civil War of America during the 1800's. Those people were long dead, and that history is the foundation of the current world. War is not unknown, but it hadn't happened for a long time. She focused mainly on people of the last 100 years, give or take a few decades.

Next, he worked on a smaller scale, typing in familiar names. He found himself on social media sites, searching up the names of his friends. He didn't bother with the ones in America; this wasn't his world that changed.

And this made him stop to think; This isn't his world. Why did he have a life here? Before remembering everything, he had an established history here with his family, where they moved to Japan and transferred him to a new school. Mayume could have sent him home, but she didn't. She kept him here and gave him a false life. Why? Was it to keep him close? Was it a blessing?

There was no time to dwell on it. He continued typing names to see the status of his friends. He managed to find some of them rather quickly, having decently active pages; Aoyama, Ashido, Asui, Uraraka, Jiro, Kirishima and Midoriya were among them. Others were Yaoyorozu, Kendo, Bakugo and Hagakure.

Some, however, didn't show up.

Several of the names he typed didn't show up in any fashion, including Tokoroki, Shoji, Koda, and Iida. There wasn't the faintest mention of them, only people with the same or similar names. He didn't immediately panic; it could have meant they didn't use social media. Todoroki likely never did even before all the changes.

Todoroki is who he started with. He searched the names of his parents of which he only knew because he researched several Pro heroes, including Endeavor. He found his father's page, but it wasn't very active. Any status updates were mainly professional.

What scared him was his status update: Single.

There was no mention of having or ever having a wife anywhere on the page. Peter didn't know Todoroki's mom, so he couldn't look her up. Still, with someone like Endeavor, he would boast about his achievements anywhere. Even on his current page, despite not being very active, spoke of things he's done and people he has met.

There was one solid explanation; Shoto Todoroki doesn't exist.

Izuku once told him that Shoto was only born because his father wanted to make someone powerful by mixing Quirks together. Without quirks at play, there was never any reason for him to exist. And unfortunately, he wasn't the only one.

Extensive research revealed shocking truths of the other students missing from social media. Iida, for example, doesn't exist either; His brothers page states him as an only child. Tenya was never born for whatever reason. Nearly a fourth of his classmates don't exist in this new reality. Mayume erased them from history.

To him, that's the same as killing them.

"Dammit …" he said under his breath, clenching the armrests of his chair and nearly breaking them with his strength. That's at least 5 out of 20 people who no longer exist, and who knows who else was affected? How many people exist only because of this reality, and how many were erased from it?

He was able to find some Pro Heroes he knew, but none of them were in the city. They were scattered all across Japan. Without the best hero school in the world, there's little reason for them to have flocked to this city. Miruko, Kamui and Mt. Lady were nowhere near each other. At least they still existed; that was a positive.

He couldn't be the only one from his world trapped here. If Mayume kept him here, maybe she did the same for the others. Searching their hero names would obviously do nothing, so he searched their real names instead. The only one he couldn't find was Thor, until he tried searching under his cover name of Donald Blake. Sure enough, he found them in America. Thor was a Doctor, Steve was serving in the U.S Military, and Tony was running a business out of a garage. She had forged lives for them just as she did for him. So why was he here, and not in America?

There was only one name that didn't show up.

Strange, the man of magic and mystery. The visions he had been having these last few days—a man in a padded room—he knew now it was him. He had been calling out to him, from where however, he didn't know. What he remembered from those visions was the padded room and doctors just outside the door. Everything about that scenario rang of a hospital. No, not a regular hospital, more like a mental institute.

"Think …" he spoke aloud, convinced that hearing the words would make it easier to understand, "If Strange is calling for me …he remembers everything despite the snap …she would know that he could cause trouble. She'd keep him somewhere trapped, where she could watch him like she used to watch me. She'd keep him …close."

His fingers stroked over the keys and searched for the nearest mental institute. Several results came up, but the closest on the map was one by the name of the Kimyōna Shūjin Mental Institute. There was very little information beyond the address. For all he knew, it could have been fabricated specifically for Strange. If he did remember the old reality, then she wouldn't want him getting out and spoiling everything.

It was decided; the Kimyōna Shūjin Mental Institute was his next stop.

…

Late that night, Peter waited until the family was fast asleep in their beds before carefully sneaking out his window, and closing it gently as not to alert them. He was dressed in dark clothing; his substitute for a mask was one of his winter hats that were too big for him, pulled down over his face with eye holes cut out of them in the shape of his lenses. Once again, he was without any of his gear, so he had to improvise with what he could find. No webs, no costume; a concept he was familiar with.

He kept high on the rooftops, making his way over the familiar yet distant city. The layout was at least the same, minus a few buildings no longer existing such as the hero agencies. There were fewer police stations as well. In a world where crime is low and suffering is foreign, police likely don't get as much funding. Mayume was smart, though, as she must have known she couldn't eradicate evil permanently, just police it.

After searching for the address for a good two hours, he finally found it on the edge of the city near the water. It was a large square complex fenced off, barb wire at the top. Despite the fence's height, he was able to jump over it with ease. A few search light towers were set up, probably in case patients tried to escape. Realistically, it was likely in case Strange tried to escape. Peter had to assume he didn't have access to his abilities; enough to contact him, but not to escape, otherwise he would have gotten out and found him by now.

Peter enacted his usual trick; sneaking in through the vents on the roof. In a world without massive conflict, this place was rather highly fortified. As he crawled through the vents, he saw every hallway had at least two cameras. Just like with the hospital, he spent a good hour searching through the vents for the right room.

 _Left_ said Strange's voice.

Peter didn't doubt the voice, and crawled to the left. He was close now; Stephens voice was getting louder by the second. Right he would say, and Peter went in that direction, following his words like an echo of an empty room. He sounded weak, like he hadn't slept in a while, or like being constantly out of breath.

Finally, he found a room with Strange's name on it. The vent unfortunately didn't go into the room, and there were cameras just outside of the hall.

"Dammit, Strange," Muttered Peter, "What do I do?"

 _Wait_ Said Strange, _Wait for my signal._

Thus, Peter held his ground above the grate, watching the cameras intently. They moved in formation to observe the hallway in full. They were almost in perfect sync. Almost. One of them was moving just a half-second faster than the other. Had they been moving in perfect sync, there would never be a time when he could move. Now though, there would be only a moment when Strange's door would have a blind spot. He just had to wait until the right moment.

 _Now_ said Strange.

Peter removed the grate and jumped down just as the two hallway cameras looked away from the door. He didn't think, and chose to break the lock on the door with his super strength, rushing inside and shutting the door without a slam. He closed it just as the cameras came back around, and sighed with relief.

He gently took off his mask and held it tightly in his hand, turning around to find Stephen Strange sitting with his legs under the covers. His body was hooked up to a bag of liquid, slowly dripping into his bloodstream. He was dressed in white clothes. His hair was ruffled like he hadn't showered in weeks. His eyes were droopy, barely able to stay awake with whatever was being pumped into his system.

Peter examined the liquid in the bag. The label told him it was some kind of sedative. He didn't hesitate to take the needle out of him and stop the sedatives flow, taking a rag and covering the puncture before it bled, "Strange," Peter spoke, "Strange? It's me. It's Peter. I'm here, I heard you calling."

"Peter …" Strange spoke softly, "…Peter…"

"…How much of this have they given you?" He asked, trying to widen Stephens eyes as he shined his phone light into them. The pupil's reaction time was slow, but they still managed none the less.

"Mayume …" Strange said suddenly, "She …"

"I know, she changed everything," he put the light away, "Why did she put you here?"

"I …I kept remembering …"

"Didn't she try taking away your powers?"

"My power … it doesn't come from me. It comes from other realms of magic that are drawn to me. There was nothing for her to remove."

"And she kept you here so you'd stay out of trouble; kept you sedated so you'd never try anything. Do you know where the stones are?"

"…No," He nearly passed out, but managed to shake himself awake, "The drugs are still in my system …I'm still too weak."

"…Ok," Peter stood up straight, quickly removing the blankets from Strange's body, "I'm breaking you out."

"You can't …" Strange denied, "If she notices I'm gone …she'll just snap her fingers again and bring me back. If she finds out you remember everything, she'll turn you back into that other version of yourself. You have to …you have to stay below the radar, or she'll snap again."

Peter didn't want to leave Strange in this place, but he was right. If Mayume caught wind of him, she would undo all his progress. He couldn't take that risk, not with how long it took to remember everything. He may have had a false history, but his legit memory spans at least a few weeks after the snap, meaning this world has existed for a couple of weeks now.

"You have to stop her … before…" Strange tried to speak, but nearly passed out again.

"Before what?" Peter slapped him lightly.

"…Before it gets worse."

"…You mean the storms."

"They aren't storms… they're tension. After creating this world, she's snapped her fingers a total of seven times to get it perfect, and an additional three to be rid of the storms. Those storms are a side effect of the snaps. Each time she snaps, she throws off the balance of this reality. The universe wasn't meant to withstand changes of that magnitude that many times," he took a moment to breathe deeply, his lungs too weak to carry enough air, "…imagine it like a hammer on a wall of wood. Each snap is the hammer slamming against the wall. Eventually, the wall is going to break."

"The more she snaps …the worse it gets."

"She won't stop…until her world is perfect."

"Which is impossible …"

This is everything he had warned her about. He told her she would succumb to the power and seek perfection. Now, it'll never be enough for her; the world will never be perfect. She's going to keep using the stones over and over, destroying the world in the process, if it doesn't destroy itself first.

Strange struggled to move his arm, but managed to lift himself up enough to reach under his pillow and pull something out. It was shiny and round, made out of some kind of bronze or gold material. It was carved to look like a giant eye in his hand.

"This," Said Strange with a deep breath, "Is the Eye of Agamotto. This is how I remembered everything."

"How?" Peter questioned, examining the artifact.

"It's a weapon of wisdom, and within it is a light that shines past all disguises and illusions, see past events, and so much more. It was on me when she snapped her fingers. It protected my memory and stayed with me. She couldn't remove from reality because she didn't know I had it. Opening the eye restored me, but it's energy is weak in this world."

"Does it only restore memory …or …?" He sounded hopeful. If this could restore his friends, maybe even the world, he had to use it as soon as possible.

"If you can find a way to power it …It can fully restore anyone or anything on a small scale. It won't repair the world …but it can repair people," Strange took Peters hand and put the eye into it, closing his fingers tightly around it, "Take it."

"What should I do with it?"

"Find people you trust and restore them. Not too many, no more than five, roughly, or Mayume will notice. You must retrieve the stones and turn everything back."

"Will that fix everything?"

"Reversing everything to the moment before the snap should undo all the tension."

He wanted to rush out of the building and find his friends, but he also didn't want to leave Strange behind. Leaving him here meant allowing him to continue being drugged up with sedatives. Even if he could reverse all of this, that still isn't something Peter was willing to do to someone. At the same time, Strange was right; moving him now would only set them back to square one. He had to make a sacrifice at Stephens expense to stop her.

"…I'll fix this," Said Peter, stuffing the eye of Agamotto into his pocket, "I'll stop her."

"To use the eye, just run your finger in a circle around the iris," Said Stephen, "Now …put the drugs back in before someone notices."

Peter looked between him and the bag of liquid, shaking his head, "I can't …I can't do that to you."

"You have to …please."

He didn't want to. He didn't want to be the one to do this to him. All the suffering he must be going through right now, and the only way to cover his tracks was to hurt him worse? It was the right move, it was the smart move, but he still didn't like it.

Hesitantly, Peter moved toward the bag and picked up the needle, gently bringing it back to Strange's arm. He stopped, looking him in the eye and begging for a reason not to. Strange only nodded, sealing his fate as Peter regrettably put the needle back into his veins, letting the sedative flow into his body. It took almost no time for it to have effect, knocking Strange out quickly as his head collapsed onto the pillow.

With a quivering lip, Peter pulled the covers over Strange and tucked him in, looking at him with sad eyes, "I'll fix this …" he said, before making for the door. Like when he arrived, he waited until the cameras were in a blind stop before leaping back into the vent, and crawling away as though he was never there.

Exiting the facility proved to be a lot easier than breaking in since he now knew the way, though he did so with a heavy heart. He hated leaving him behind, but the odds were stacked against him. He crawled onto a roof just a block away from the Institute, pulling off his mask enough to let it rest on his head, hanging his legs over the edge.

Strange said to gather people he trusted, but not too many so he could stay under Mayume's radar. The only Pro heroes he trusted were all too far away. All that were in close proximity were his friends; the aspiring heroes of class 1-A. He didn't need time to decide who was first on his list.

In his back pocket, he found the sticky note given to him by Itsuka Kendo, with her number written in blue ink. He dialed the numbers into his phone but hesitated to press the call button. What was he supposed to say? It was almost two in the morning. She was likely asleep right about now. On the other hand, he didn't want to waste time and wait until morning to call her.

With a deep breath, he pressed call.

It rang for a quarter of a minute before she picked up, being the first one to speak before Peter could get a word out, " _Hello_?" She said, sounding wide awake considering the hour. In fact, she sounded like she was gasping as though she just went for a run.

"Kendo?" he asked, "It's uh …Peter…Parker?"

" _Peter? Oh! Hey! You know it's like two in the morning, right?"_

"Yes …so why are you awake?"

" _You uh …woke me up._ "

She was lying; he could tell, "You don't sound remotely tired, in fact you sound out of breath."

" _Nothing gets past you, huh? Why'd you call?"_

"Are you dodging the fact that you weren't sleeping?"

 _"Yes."_

He nearly face palmed himself, "Right …I just thought you'd be worried after I left so suddenly."

" _Your dad is intense; I could feel it. I'm glad you're ok. You sound …different. Confident. I can tell by how you're speaking."_

He wished he could explain why that was, but now wasn't the time, "Yeah …I thought a lot about what you said. Had a …kind of a soul-searching moment today. So, what are you doing right now?"

" _Sitting in my room."_

"Ok, but what are you actually doing?"

She didn't answer right away, likely because she feared his reaction to her answer. He didn't blame her for that; this version of her had no outlet for her feelings other than fighting, " _If I tell you where I am …promise you won't get mad."_

"Sure …but what do you mean where you are?"

…

Of all places to end up, it felt like fate had something to do with it.

The address Kendo gave him lead him to a building down in the suburbs, hidden among the rest. Inside was a massive room with crowds of people circling a massive wrestling ring. Announcers were shouting into microphones as lights flashed from the ceiling. Two people were fighting in the ring, blood spilling from their bodies.

She brought him to a fight club.

It reminded him so much of the wrestling ring he used to go to before his vigilante days. The warm yellow lights and thick crowds gave him a sense of nostalgia. Contestants were waiting in lines on each side of the ring for their turn to fight. In the corner was the betting table, where the crowd could bet money on who wins and loses each round.

Up in the ring he heard grunts of frustration. One of the fighters was an average sized man dressed in a wrestler's outfit. The girl facing against him was none other than Itsuka Kendo. She wore a jacket that somewhat resembled the hero costume he remembered her wearing. She was fast as she moved around her opponent, striking him with quick jabs and kicks, all while a smile was brightly plastered on her face. She was enjoying this.

Her opponent kicked her in the stomach and sent her barreling down. Peter almost wanted to get in there and fight him himself for that move, but Kendo recovered rather quickly. When her opponent charged at her full speed, she moved at the last second and swept her let to his feet, sending him flying out of the ring and crashing into the crowd.

Bell rings; Kendo is declared the winner.

The crowd cheers for her and she takes it all in. It was clear she was a regular here by how familiar the people were with her. They shouted her name as though she was an old friend. It reminded him more of his wrestling days now, beyond the setup.

The way she walked, the way she talked; she was just like him right after he got his powers.

Kendo rushed up to him with a worn-out smile just as the next fight had begun. She had a few bruises on her face and on her arms, but thankfully wasn't bleeding. She had clearly been in a few fights already, and didn't care how much pain she felt.

"Hey, Peter," She said with a raised brow, "What happened to your glasses?"

"I uh …got contacts," He lied, "For my eyes …of which…I use…to see. Yes."

Despite her suspicions, she pushed the signs aside and smiled, "Good to see you. Your posture is different. The confident you finally come out to play?"

"In a fight club?" asked Peter with a hint of concern, "Do your parents know about this?"

"Sure, because I would love to give them a heart attack," She rolled her eyes, "I told you fighting is how I deal with stuff."

They were interrupted when a body went flying over their heads from the ring. They crashed into the crowd and knocked over a dozen people. The fighter was out cold along with a few people they landed on.

"In a place like this?" He said, one thumb pointing backwards to the fallen fighter, "I'd ask if you think this is dangerous but I think that's exactly why you like it here."

"There is nothing like that rush," She smirked, "Bet some money on me. Better than a real job."

"I'll do you one better."

Peter held up a finger, signaling for her patience as he reached into his pocket. From it, he pulled out the eye of Agamotto. It glowed in her presence, as though it sensed a fault in need of restoration. For just a moment, as Kendo stared into the eye, she seemed entranced by it. Peter did as Strange instructed and the eye opened for her, looking into hers and beyond to her soul.

He could see it; just for a moment. He could see the spark of the real Kendo behind her eyes, scratching to get out. All sense of thought escaped her, making the eye the only other existence in the world. This had to work, Peter thought, it just had to.

And then, it all stopped.

Kendo seemed to revert back to her false self and shake her head, as though working off a minor headache, "Need trinket," She said, "What's it for?"

Peter couldn't believe what he was seeing. It was working; the eye had influence over her. She should be back to her old self right now. Strange said it would restore her memories at the very least. Had he done something wrong? Is the eye not strong enough? Why didn't it work? "It's …a good luck charm."

"Aw, thanks, I won't need it though," She winked before making her way back to the ring.

Strange wouldn't lie to him, nor would he have been wrong. No one knows more about the eye of Agamotto than Strange does. If he said it would work, then it should have. True, he also said it was lacking its full power, but that shouldn't have mattered. What was he missing?

He had to think. When it came to Peter, he didn't need the eye to be restored. All the eye is supposed to do is reveal the contradictions between two realities, and restore a person's memories using that. For Peter, he didn't need the eye to see the contradictions because his abilities did that for him. Kendo has no such advantage, so the eye should have worked.

Then something occurred to him. Peters powers never went away, but he didn't remember everything until he discovered them. Discovering his abilities somehow jump started his memories.

She needs a jump start.

"Ladies and gentlemen!" Shouted the announcer from the speakers, "We begin our next round by introducing a fighter in the lead for today's winning streak, 'Battle Fist'!"

Upon hearing her nickname, Kendo waved to the crowd.

"Facing off against her is the destructive killer, the champion of the ring, Crusher!"

Standing in the opposite corner was a large, muscular man in a black wrestling suit. There was still blood left over from a previous match that was staining his thick beard. He looked ready to beat her down, and she didn't look remotely scared. In fact, she looked excited to be fighting him. Peter, however, wasn't as excited.

Peter rushed over to the announcer sitting at a table outside the ring with concern written all over his face, "Is it a good idea to have her fight him?"

"It was all her idea," Said the announcer, speaking away from the mic.

"Has anyone ever beat him?"

"No, that's why he's the champion."

"Has anyone come close?"

"The tag teams have, but even then, they couldn't win."

The second he mentioned tag-team, Peter got an idea he couldn't pass up. He moved away from the crowd and pulled out the makeshift mask he made earlier and pulled it over his face. The audio of the room was only slightly muffled, and his senses made up for what he lost. Kendo and him have fought together many times in the past. Each time they fought together brought them closer. He had to believe it could happen again.

Leaping high into the air, Peter back flipped over the crowd and landed in the ring between Kendo and Crusher, striking his signature pose. The crowd went silent for a moment. Was this a part of the show, they wondered? Whose side was he on? No one had more questions than Kendo, who dropped her guard only slightly as she didn't immediately recognize her friend.

"Let's make this a tag-team!" Peter shouted, standing close to Kendo's side wand waving to the crowd. They cheered in excitement, some in hopes they could actually beat Crusher together, and others in the thought that Crusher would wipe the floor with them both. Kendo now recognized him by his voice, a little confused as to how he got into the ring so fast.

"Peter," Kendo whispered, "Are you sure?" She didn't sound defiant of his involvement, rather worried he would get himself hurt.

"Trust me. We're in this together, remember?" He smiled under the mask.

She blinked, as though those words seemed to spark something, "What did you say?"

"You know what I said."

The announcer jumped into the ring and approached the masked fighter, rolling with the new variable, "It seems that we're turning this into a tag-team fight! Now we have the Crusher, verses Battle Fist and…" he leans in to Peter, "What's your name, kid?"

"Spider-Man," Said Peter, "And if you say anything else, I'm fighting you next."

"…Ok," he cleared his throat, speaking into the mic, "The terrifying, the deadly, the amazing Spider-Man!"

He cleared the ring and made room for the three fighters. As long as Peter was confident, Kendo had no reason to kick him out. It wasn't often she fought with someone instead of just against them.

The bell rung, and Crusher was the first to charge at them. His size left them little room to maneuver. Kendo slid under his legs while Peter jumped over and slid down his back, kicking him once he landed. When Crusher turned around, Peter leaped straight into the air and hit him with a hook kick to his right cheek. Kendo followed up the assault with a back knuckle to the chin. Despite his superior size, they seemed to outmatch him in speed and technique.

Crusher swatted away one of Kendo's attacks and struck her in the stomach before throwing her to the side. She remained on the ground, holding her stomach in pain as Crusher came closer. He lifted his foot and prepared to bring it down on her, but Peter slid in and struck his knee with his palm. His leg bent in the wrong direction, making Crusher stumble back in agony.

Kendo looked at Crushers bent knee with curiosity. It reminded her of something, but she couldn't quite figure out what. Had she used that move before? Had she seen someone use it before? She was normally one for brute force; it wasn't often she used any critical techniques like breaking someone's limb like that. In fact, she was surprised Peter had what it took to do that, not just in skill, but in gumption.

No, it was her; She had done it before. She faced an enemy much like Crusher, but bigger and scarier. It wasn't an arena fight either; it was real. Peter was there too, but he looked different. He was dressed so strangely in a blue and red costume. How can she have memory of this? She hadn't met Peter until the nurse's office the other day.

No, they hadn't. Hadn't they met in the halls? He was wearing that strange costume. He said something to her, something that made her smile.

 _"I don't think a letter can decide what kind of hero you are, right?"_

A spark ignited in her brain. It was painful at first, but also welcoming. Images, sounds, faces, voices, they all rushed into her mind at once as the world around her became clearer. Spider-Man was a name she had heard before. Peter was very fond of it, and there was a time he thought it was his greatest identity. It wasn't the spider she admired; it was the man. He was Spider-Man.

And she was his Spider-Girl.

"…Peter!" Kendo got to her feet, charging Crusher head on.

She held nothing back as she struck him with her fist straight into his nose. She expected a larger punch; a larger fist, but that didn't seem to happen. She held her hand in confusion afterword's, and didn't see when Crusher came in for another attack. Peter zoomed in and struck him with everything he had, sending him flying out of the ring and crashing into the announcers table. The announcer managed to jump out of the way at the last second, his mix broken to pieces with large feedback channeled through the speakers.

As the crowd cheered for their victory, Peter removed his mask and looked at Kendo. She was still staring at her fist in confusion. She expected something to happen in that attack but it didn't. She had never encountered this before.

Suddenly, she remembered why.

"…Kendo?" Peter turned her around and looked her in the eyes, "Are you ok?"

In seeing Peters face, she teared up and leaped into his arms, hugging him as tightly as she possibly could. Her vibe was completely different now. The brute force fighter from before had faded away, and what remained was a determined, loving girl with strength of will to rival his own. He didn't need words of confirmation to know it was her; his Itsuka, his Spider-Girl.

Peter hugged her tightly with tears in his eyes. Just when he thought he was done crying, here he was, a baby in man's clothing.

…

On the roof above the Fight Club, Itsuka Kendo looked down upon the city as everyone cleared out for the night. She had been walking these streets since she was a little girl, but now she barely recognized it. The layout was the same, but everything else had changed. The people, the economy, everything had been altered without choice. She was blind to it before, but not it was something she couldn't look away from.

"You ok?"

Peters voice soothed her as he gently hugged her from behind. She held his arms with her hands and let her body rest into his. With all that transpired, the embrace felt nice.

"How do you feel?" he asked.

"Bizarre," She answered, opting to holding his hand as he hugged her, "That life …the one that wasn't real …it's slowly fading away. I can recall bits of it, but even those start to disappear."

"It was the same for me. Everything from the old life just started disappearing. It won't take long before it's all gone."

"Yeah, it all came back at once. Meeting you in the school halls, saving your ass from Hydro Man-"

"I'm pretty sure I saved your ass."

"Mm, no, I saved yours."

"Uh huh, sure."

They laughed, then Kendo fell silent.

"So, Aihara did this?" Kendo broke the hug and turned around, holding his hands for comfort, "She changed everything?"

"Made it so quirks never even existed, no one ever got their powers."

Kendo lifted one of her hands and examined it, opening and closing it repeatedly. The usual muscle movements she performed to enlarge her fists were no longer working. She can't remember a time when she couldn't use her abilities. Being without them scared her, like a part of her was still missing, "How did you fix me?"

"This," Peter showed her the Eye of Agamotto from his pocket, "Doctor Strange gave It to me. It can see past illusions. I was able to use it to restore your memory."

"…and my powers?"

Peter sighed, putting the eye away, "It needs more power before it can do anything like that. I don't know what we could do to charge it up."

It was obvious by the look on her face that she was beginning to feel the weight of their situation. To ease her, Peter pulled her back in for a full embrace that she didn't refuse. Even as the tears rolled down her face and onto him, he didn't pull away. He simply held her close as though the world was trying to steal her away. In her mind, his arms became the only safe place in the world.

"How are we going to fix this?" She asked as she sniffled.

"Not alone," said Peter, "We're going to find others to help us. I already have them picked out. We're going to fight Mayume together."

"How? She has all that power, and no one has their quirks anymore."

"Well," he parted from the hug still holding her, and picked her chin up with his finger, "I'm hoping we can figure that part out too. We'll find a way; I know we will. We just have to find the right equipment and I know I can crack it."

Something suddenly came to mind that fought past the tears in her eyes, and she looked at him with such determination and said "I know where we can get some."

"Where?" he asked with one eyebrow down.

"It's becoming fuzzier now, but there's a girl at school who spends a lot of time in the robotics lab. I think that despite being without her quirk, she didn't change that much. She might be able to help us."

"Are you referring to who I think you are?"

"We need Mei Hatsume."

…

The next morning came quick after the two had gone home. She didn't want to part from him but they wouldn't be able to find Mei in the dead of night. They had to wait till morning and find her at school. Kendo needed to return home and see her parents upon waking. They were different than she remembered; changed by the snap of the stones. It was hard to see them that way, now without memory of her false life, but she had to cope with it until she arrived at the school.

Peter had been waiting at the entrance for her, forced to wear his school uniform. He had no intentions of going to class, nor did Kendo, but it was the only way they would get inside to find her. None of this would matter anyway once they fixed the world.

If they fixed the world.

Kendo came into view, her uniform messy due to throwing it together quickly. After seeing her parents the way they were, she couldn't bare to stay any longer. Peter pulled her into a quick hug upon seeing her, confirming she was here and well.

"It was so different," Said Kendo, "The house was nothing like I remember it. My parents felt like strangers."

"I know. I wish we didn't have to part ways last night, but until we fix this, we have covers to keep with our families."

"Mei always spends homeroom in the robotics lab, we just need to get inside, restore her memory, and she can help us."

Peter hesitated with a strange look on his face after she said that, and it took little effort for her to notice and ask what was wrong, "It's what Strange said," Peter spoke, "He said to restore no more than five people roughly, or Mayume would notice. Maybe that means she would sense it or something."

"I don't understand."

"Think of it like …like a messy room. Pick up one or two pieces of trash, it still looks like a mess. If you clean up enough, you begin to notice a difference. Maybe Mayume will sense if we restore too much, and we don't need her attention right now, wherever she is."

Kendo sighed, rubbing her face gently, "Ok …ok, so we find Mei and convince her to let us use the equipment. You do your thing and charge that Eye of …something motto."

"And hopefully we can restore your quirk. Just follow my lead."

Peter lead her inside as she followed behind him. Since they were wearing their uniforms, teachers and other school staff paid little mind to them. Kendo by this point lost all memory of her false life, but the layout of the school was the same as U.A, minus the title. The robotics lab was found in the same location as the Department of Support.

Kendo knocked on the door and they waited. It was still 45 minutes until homeroom began. Peter had fond memories of coming here to work on his stealth suit with her. If she was anything like she was before, she was more than capable of helping.

The door opened slowly, and Mei was there to greet them. While her hair used to be styled in short dreadlocks, now it was smooth and flowing well past her shoulders. That usual constant smile he remembered from her was gone, replaced with a content neutral expression. She had the same face, but everything was different. Her spunk that Peter admired so much was gone.

"…Mei Hatsume?" Peter questioned.

"…Hi," She quietly said, "What's up?"

"Um …We could use your help with something."

"You going to join the robotics club?"

"No it's …It's a small project and I could really use your help."

"You need to join the club. Sorry."

Peter sighed, looking between her and Kendo. She was nothing like Mei used to be; he didn't know what to do to convince her. Restoring her wasn't going to be an option, so he had to appeal to this version of her somehow.

"…This project Is really important to me. A lot of things depend on it. I can't afford to fail going forward. I hear your one of the smartest people in the school. If anyone can help me crack this, it's you. Please …give me a chance."

Mei stared at him, her eyes barely flinching at his words at first. After a moment, however, her face began to rest into genuine emotion. Something he said had gotten to her; just a small piece of it had struck her in the right place. "…Failure is the mother of invention. Thomas Edison once said that. Just cuz a creation doesn't work as intended doesn't mean the effort is wasted..." She stepped out of the way, opening the door further, "Come in."

Smiling, Peter lead Kendo into the room as Mei shut the door. The lab was similar to how he remembered, but there weren't quite as many inventions laying around. Those that were consisted of little variety. Mostly it was just remote-control cars, robot prototypes and so forth. The designs were unique, but as far as functions went, it didn't seem like there was much creativity or motivation. Where did her spark go, Peter wondered?

"So," Mei asked, "What's your project?"

From his pocket, Peter revealed the Eye of Agamotto and placed it on the table. Mei looked at it briefly, but paid it little thought, "I don't get it."

"It's a …device. It's not working at full power. I need something that will fix it."

"It would be easier if I knew what it was."

"I just need the right equipment to study it's material compound and determine what energy is required to charge it."

Mei sighed, gesturing to her work bench in the corner, "Make yourself at home."

Peter nodded, quickly taking the eye and rushing over to the desk.

Mei sighed again and sat down at a different desk, holding her palm to her head and keeping it afloat. Kendo could see how depressed she was, and it concerned her. It reminded her of how Mei was last time they talked. Back then, she wasn't as forthcoming about her feelings. Now, perhaps because of losing her quirk, she was no longer the cheery optimistic inventor she used to be. All that made her spectacular was stolen away.

Slowly, Kendo approached Peter and sat in a chair next to him, "Peter," She spoke softly, "We need Hatsume. The real Hatsume."

Peter continued to work, but kept her in the corner of his eye as he examined Agamotto, "We can't. Strange said five people and I already picked them out."

"He said roughly five people. If we don't get her help, we may run out of time. If what you told me is true, reality only has so much time before it tears itself apart."

Peter looked at her now, knowing she was right but hating the idea.

"Peter, we need her."

Of course Peter wanted Mei back, but he was too worried about making Mayume aware of their presence. He didn't want to take an unnecessary risk. It would only set them back to the start from which he would never escape. At the same time, having the real Mei's help would speed things up. It came down to what he thought was more important. Quick results, or safety.

Peter glanced over at Mei, stricken with sadness at her table. She likely wanted them gone so she could sulk in peace. Peter understood that all too well. Slowly, he stood up while leaving the eye at his desk, and moved over to Mei. He sat on the table just next to her, and she glanced over reluctantly.

"What was it you said about Einstein, before?" asked Peter.

"Failure is the mother of invention," She answered.

"…How many times did you fail?"

She had answered any question targeting her feelings by dodging it. This time, however, her blank expression vanished as emotion took hold. She wasn't sure what it was about Peter that made her want to talk to him, but it was an urge she was unable to fight, "…So many times. I tried to invent something useful but they always fail. I don't even know why I come in here anymore …failure is supposed to lead to success."

"Only if you remain stubborn. Failure is always going to suck, but it helps when people believe in you."

"No one believes in me."

"…I do."

It was like a weight in her chest lifted, making her body feel light and warm. Seeing someone take the time to care about her like this. It was a strange yet familiar feeling she wanted so badly to embrace.

"Mei," Peter continued, "I know you're a brilliant inventor with a brilliant mind. I believe that you're capable of doing really incredible things. I want you to prove it to me by helping me unlock that things secret. I know you can do it, please."

"…Show me what I can do."

He lifted his hand to her, and she took it gently between her fingers. He lifted her out of seat and pulled her to the other side of the room, where the Eye was sitting on the desk. Tools were scattered around it from Peter's quick rummaging. Peter led her into the seat as she took a deep breath. Her confidence was still fragile, but Peter was there to keep it afloat.

"Ok … If we're trying to charge this thing, we have a few methods to start on. Magnetizing, electricity, and so on."

"I know it's a very conductive material. Can we test what kind of energy its conductive with?"

"Most conductive materials convert energy from point A to point B. If it's conductive, then it can handle a high variety of energy types to power it. I'm going to need the car battery in the drawer over there," She pointed to a desk just a few meters from them. Kendo quickly went and opened the drawer, finding a small car battery hidden inside under papers. It was just like Mei to have something like this on school property. Perhaps she hasn't changed as much as she thought.

Kendo quickly brought the battery over, along with the cables that came with it, "Is it charged?" Kendo asked, "The battery, I mean."

"I haven't used it, so yes," Mei attached the cables to the battery, "This won't charge it I don't think, but it will help me understand how much it can take. You better step back."

"Why?"

"In case it explodes."

Knowing Mei, no matter what form she took, it needed little convincing for him and Kendo to take a large step back as she started up the battery. She began small as the dial on the battery went up. The Eye vibrated from the electrical charge, shaking the table it slept on. It came to a point where the electricity was audible, yet Mei did not flinch. In a quick burst, the battery expelled a puff of smoke, forcing Mei to shut it off.

"Well," Mei began, "This little thing can take well beyond 15 volts of energy."

Suddenly, the eye began to glow ever so lightly. A gentle golden mist faded off its surface and vanished as quickly as it formed. Peter watched the process slowly even as it ended, taking in every detail with great care. It was progress, that much he knew, "Fascinating," He said, "It took the volts and converted it into the necessary energy. We need just need a bigger charge-"

"And it will convert it all into usable energy that will jump start it!" Mei exclaimed, finally gaining a smile.

Peter grinned at her, seeing a glimpse of the real Mei even without restoring her.

"Peter," Said Kendo, "I'm just going to get a drink of water, ok?"

He nodded, getting back to work with Mei as Kendo left the room.

…

Kendo roamed the halls looking for a drinking fountain. The stakes of their situation were beginning to get to her, and she just needed a moment to process everything. She didn't know Mayume as well as Peter did, but she knew enough to respect her as a hero. The very idea she would do something like this—force everyone to change for her own goals—it shocked her to the bone. Peter was right all along about how she would become corrupted by the power. The sad thing is that she still wanted to save Mayume.

She wanted to save her soul.

A faint sound of sniffling caught her attention from the girls bathroom. Her false self would have kept walking, but the true Kendo wanted to see what was going on. She entered quietly as not to disturb who was inside. She was surprised to see who she found.

Inside, staring in front of a mirror, was Momo Yaoyorozu. Her hands were pressed firmly on the sink as she stared into the drain. Her eyes were red as tears fell into the sink. Paper towels were clenched in her hands, covered in mucus from blowing her nose. Her cheeks were stained with her tears, telling Kendo she had been here for a little while.

Whether Momo was herself or not—whether she knew her or not—she needed a friend.

"…Yaoyorozu?" Itsuka greeted.

Momo nearly jumped out of her shoes, turning her back to Kendo and wiping her tears away. One big sniffle and she felt she was ready to let her words out, "I'm fine," She said instinctively.

"I didn't even ask if you were ok yet," Kendo retorted, "You wanna talk about it?"

"No," She stood firmly, "I'm perfectly fine."

"…They really did a number on you."

Momo turned around with one eyebrow raised, "Who did?"

"Whoever hurt you," She stepped forward, "The way you're forcing yourself to be ok tells me you aren't doing it for you. You're doing it out of fear someone will disapprove."

"You don't know me."

"I know …someone like you. She got into this really good school based on recommendation. Everyone looked up to her because she was the smartest person in the classroom. Even kids in other classes looked up to her because she was not only smart, but extremely beautiful. One day, though," Kendo leaned on a sink with one hand, "She had a chance to prove her worth to a large crowd, and she fell flat. She lost every ounce of her confidence that day; it really destroyed her."

"…How did she recover?" asked Momo with a hiccup.

"She hasn't …yet. She's still dealing with everything. I think she was used to being held up at such a high standard that being anything less shattered her spirit. She started giving in to whatever would make people happy at the cost of her own happiness. She said horrible things to a boy she was friends with and now she thinks he hates her. So …who hurt you? Come on, what's said in the girl's bathroom stays in the girl's bathroom."

She was hesitant, but Kendo's nature told her she wasn't here to cause harm. Her eyes weren't vicious, they were kind and inviting. Momo actually felt, in this moment of weakness, that she could speak without fearing where she stepped, "…My parents," Said Momo, "I'm under a lot of pressure from them to be …to be perfect. Get perfect grades, have a perfect face. I can never be …me. I have to be the image they've drawn for me."

"No, you don't," Kendo steps forward and puts her hands on Momos cheeks, catching her tears between her fingers, "Who you really are is wonderfully beautiful, I can see it. I can see past the illusion and I can tell you how amazing you are just as you."

Momo smiled, sniffling once again, "You mean that?"

"I know that, because I believe in you."

Kendo handed her another paper towel to blow her nose. She took a step back so Momo could throw the towel away and wipe away the last of her rogue tears. There was a moment of pause between them. Mom almost expected her to take back everything she said with a 'but', yet there was nothing. Her words cemented into reality and Momo actually managed to believe it.

"…Thank you," Said Momo, "I'll be ok, now, really."

"If you need me," Kendo smiled, backing up toward the door, "Let me know."

She exited the bathroom, leaving Momo alone with all of her deepest feelings.

Kendo strolled back into the robotics lab to find Peter and Mei examining the Eye of Agamotto with a magnifying glass. She chuckled; only these two would be fully invested in something as simple as holding a magnifying glass. It was nice to see that Mei—despite all the changes—didn't lose her talents and interests.

Peter noticed Kendo come in and approached her, seeing the look on her face. It wasn't exactly sad, but it was somewhere in the middle between that and being content, "You ok?" he asked.

"Yeah …yeah," Kendo sighed, "I just spoke with Yaoyorozu."

"Is she different?"

"That's just it. She's pretty much the same if not worse. After the sports festival, Momo was completely broken. She had no fight left in her, and now she's so much worse. If this version of her is anything like the one we know, then her parents are why she's like this. She feels like she has to prove something to them—I mean she got into the school through recommendation. All that pressure just to fall flat …"

"It would break someone …I know," Peter sighed, "When this is all over, I need to see her. I need to set things right."

A crack of thunder sounded from the sky beyond the school, shaking the premises with great force. The shake knocked over several of the tools sitting on the table, and nearly knocked Mei out of her seat had Peter not quickly caught her. At first, he thought it was a knockback from their experiment, but ruled it out quickly as something worse. The lights flickered on and off as they struggled to maintain power, and the wind became stronger outside, easily told by the whistle coming from the windows.

"The storms," Said Peter, "I gotta check it out. Kendo, stay with Mei."

She wasn't able to protest as he bolted out of the room, leaving her with Mei and their sudden science project.

"What's happening?" Asked Mei.

"Peter will take care of it," Said Kendo, "We gotta keep working,"

"Then I need more power," She stood, looking Kendo in the eye, "How much does this project mean to you guys?"

"Want the truth?"

"Yes."

"It's literally life or death."

Knowing the stakes, as vague as they were, made Mei pause for a moment. It was a lot to take in, but she processed it with a deep breath, "Ok, then we're going to need to get a little drastic."

Mei grabbed the other end of the cables from the battery and jumped onto the table. Holding them under her arm, she used her free hand to open the casing of the lighting and tore it down. She started reaching underneath the surface level to whatever was underneath that Kendo couldn't see. She clipped the cables on the inside of it, immediately draining power away from the lights.

"Is this safe?" Kendo asked.

"No, but don't worry, I do it all the time."

"…What?"

Mei immediately jumped to the ground as she expected the massive sparks falling from the ceiling. A loud humming came from the cables and shook the Eye of Agamotto. It began glowing fiercely with a golden mist as it converted the electricity into some kind of magical energy. Kendo wanted to stay away, but she noticed the Eye vibrating closer to the edge of the table. As it fell, she dived forward and caught it just as it disconnected from the cables.

By this point, they had done the job.

She laid on her stomach as the Eye fell into her palms. The energy gravitated instantly to her skin. The mist flowed upwards, then straight down into her veins. The energy traveled up her arm and through the rest of her body in a single wave. Once it reached her brain, her eyes glowed yellow only for a moment.

Something changed, she could feel it. She suddenly felt stronger now, but it wasn't an unfamiliar strength. She stretched the muscles in her fingers to find that same feeling she had grown so accustomed to in her lifetime. When she flexed them, she felt that same feeling. It made her smile.

"What happened?" Mei asked.

Kendo stood up, looking at her closed fist with a passionate grin, "I need to get this to Peter."

…

As Peter roamed the halls, he looked out the windows to the skies outside. They were beginning to change color to that of a much darker grey. Clouds rolled in quick and filled the skies with lightning flashes and cracks of thunder. It was enough to shake the entire building and send students into a panic. Those who weren't boarded up in the classrooms were panicking in the halls.

A light above him completely gave out and expelled sparks to the floor. Wires fell from the ceiling as posters taped to the walls caught fire. The fires only spread further across the walls and lit the halls with a yellow and red light.

A voice called out for help; It was one he recognized.

"Mina?!" Peter shouted, "Mina!"

Peter rushed through the halls, dodging the fire and debris that fell from the building. He listened to his spider-sense and moved whenever it was appropriate. When he turned the corner, he found a large pile of debris laying all over the floor. Mina was there, and for a moment he didn't recognize her without her pink skin. Her foot was trapped under a piece of the ceiling that had fallen down. She was struggling to get free and no one else had come to her rescue.

"Mina!" Peter exclaimed as he rushed to her side, "Are you ok?!"

"My foot!" She panicked, "My foot is stuck!"

"Just don't move, ok?"

Carefully, Peter tucked his hands under the debris and lifted it slowly. He didn't want to give away his superior strength, but didn't hesitate to lift it up enough for her to pull her foot out from under. She jumped into his arms the second she was free, holding on as though she'd die if she let go. She was crying from the fear of the situation, and he couldn't blame her.

"We need to get you out of here," Peter said as he lifted her to her feet.

"We can't!" Argued Mina, "I was in the halls because I was trying to get help! Our homeroom class is closed in by debris!"

"Are they ok?"

"I-I don't know! A fire started and there's too much smoke! They tried opening the windows-"

"But it only accelerated the smokes circulation," He knew this only from experience dealing with fires. Opening a window helps drain out the smoke, but if it's developing just as fast, it does little over a long period, "Fire department won't get here in time if it's already escalated so fast. Take me to them!"

"Are you sure? What can you do?"

"Take me to them!"

Refusing to argue further, Mina began leading him down the hall in a sprint of panic. The damage to the school was getting worse by the second because of the storms. It made him wonder why Mayume hadn't done anything about it by now. There was a lot of destruction going on right now; she had to have seen this was happening. Did she just not want to do anything? What was he missing?

Mina brought him to the door of their homeroom. The door was covered by a pile of debris tightly packed together. They were pressed to the ceiling which was filled with fully formed cracks that spread to the walls. It was a miracle it was being held together at all. He could see the flashing red and yellow light coming from the other side, but it was dim, meaning there was little room to maneuver.

"We gotta help them!" Said Mina, "Can you move the debris?"

"You assume I can lift that?" He asked.

"I saw you lift that piece of the ceiling off my leg!"

"This is more complicated," he pointed to the cracks forming in the walls and ceiling, "Those cracks are fully formed, but the pieces haven't budged. This pile is all that's holding everything together. If we try moving them, it's all going to come crashing down," He looked back to her with a serious expression, "It could kill everyone inside."

The idea of death staring her in the face was overwhelming. She held her mouth in disbelief and couldn't refuse to cry as the tears flowed over her fingers. She couldn't handle the thought of losing all her friends in the attempt to save them. This couldn't be happening, she thought, it just couldn't, "There must be something we can do!"

Peter looked at Mina intently, specifically at her skin. He knew that if she had her Quirk, she would be capable of helping. As she was, however, there was nothing either of them could do without making it worse, "If we had a type of acid," Said Peter, "We could melt a hole in the debris. The acid would cool down quickly, stabilizing the damage so nothing falters and falls."

"Do we have any of that?"

"We could mix together Hydrogen and Chloride to make Hydrochloric acid, but that would take too long."

"I can't stand here and do nothing!"

She was panicking, and he wanted to help calm her down but couldn't. Her friends were suffocating in there and there was little he was able to do about it. He was helpless; powerless, as was she.

"Peter!"

Kendo's voice rang loud as she turned a corner to greet them. The Eye of Agamotto was in her hands, glowing fiercely with a golden mist. There was a smile on her face. Had she done it? Had she fixed the eye, he wondered, as she tossed it over to him, His reflexes kicked in and he caught it quickly above his head, examining it and Mina simultaneously.

He knew what to do.

"Mina," He grabbed her by the shoulder, "Everything is going to be fine, I just need you to look at this, ok?"

"What? Why?" She questioned.

"Mina, I know you don't know me well, but you need to trust me. Only you can save your friends."

"Why trust me?"

"Because you're worth it."

A level of appreciation that felt familiar to her, she thought. His words— his kind and gentle words—were like a welcome-home hug.

Carefully, she took the Eye into her hand and looked directly into it. It's mist traveled straight up, then dived back down into her skin, entering her veins the same it had for Kendo. Starting at her finger tips, her skin had begun to change color from dark brown, to a light pink. The change traveled up her arm but she paid no attention to it as she stared deeper into the Eye. Her skin change had now reached her head. Her eyes became black with yellow iris's. Small horns grew from her hair, which changed to a brighter pink than her skin.

She blinked her eyes, as though just waking from a dream.

"…Peter?" Asked Mina, "Peter …it's you."

"Welcome back, Mina," Peter smiled, "Time for reunion is later. Can you melt a hole in the debris?"

Mina looked to the debris covering the door, then back to Peter with a determined look, "I can," She said, handing him back the Eye, "Stand back."

Peter took a step back and reunited with Kendo, who held his arm for safety. Mina rubbed her palms together and began to generate acid from her skin. With her hands pressed against the debris, the acid began to melt the material with ease. She remained careful about how she expelled it, creating a circular shape as though she was finger painting. The acid cooled at the edges of the hole, fusing the material as to avoid a collapse.

When she reached the door, she backed away to make room, "Probably best no one see's me like this," She suggested, and hid around the corner so Peter could get in close. Once he was at the door, he kicked it down as smoke poured out along with almost two dozen students, some of which he recognized. Everyone began running for the exits as quickly as they could, thanking Peter for his help.

When they were gone, Mina came out of her hiding place, "What's happening?" she asked.

"Bad weather," Answered Peter, "We need to see who else is in the school that needs help. Kendo, I need you to watch after Mina, have her help anyone else who's in trouble."

"What about you?" Asked Kendo.

"I need to find the rest of our team," He gestured to the Eye of Agamotto, and she nodded in understanding, "We'll take more later. Go!"

Mina didn't want to leave Peter so soon after finding him again, but Kendo pulled on her arm and insisted they get moving as the shaking of the building got worse. They parted quickly from Peter, leaving him alone on his search.

…

Peter raced through the flaming halls as people yelled in terror. Again he wondered why Mayume hasn't done anything yet. The school is coming down around them and not a single snap has occurred to undo it. He was still against the idea of fixing everything will all that power, but she would have done something by now knowing her. She had undone things before, and he couldn't understand why this was suddenly different. What was she waiting for?

Another set of voices cried for help, coming from close to the schools side exit. It was the same one he remembered was supposed to be under construction. The doors had been torn open from the falling debris. Outside, the pavement in front of the door had collapsed into a sinkhole. He could see several students and school staff with half their bodies trapped under dirt and concrete, unable to budge from their spots. They cried for Peter's help—begged for it.

"Just stay where you are-!" Peter winced, "Bad choice of words, sorry! Just hang in there-! No, that's worse!"

Even having his strength and agility, without his webs, he would have a hard time getting them out without consequences. He needed a rope and fast, but the nearest place for that was the gym, which was on the other side of the school. He wouldn't be able to get it in time.

Then again, he didn't have a choice.

"I'll be right back!" He shouted as he left the sinkhole and darted back into the school, despite how they begged him not to go.

He sprinted as fast as he could through the halls. The lockers he passed by were nothing more than blurs in his vision. His target was the gymnasium, where hopefully he could find some ropes to get everyone out. If not, then he wasn't sure what else he was going to do. Perhaps he could find something heavy like a pole to fish them out. That would be option two if option one is a dead end.

He came to a skidding stop, not because he arrived, but because he saw something. Someone. Down the hall, evacuating through an open exit with other students was Momo Yaoyorozu. She was keeping the door open as everyone ran out the door, leading them to safety. Even in this reality, she was still a hero.

As of this moment, she was also option three.

The last student left through the door and she was about to leave herself when Peter grabbed her by the arm, "Momo!" he said, "I need your help!"

Momo looked panicked and worried, much like she was the last time they had met. She was breathing quickly out of fear and exasperation, "We need to get out of here!"

"There are people trapped in a sinkhole and I need your help to free them!"

Fear told her to run away as it always did. As long as she can remember, she did as she was told, except when she was afraid. To avoid failing, she chose not to try. It was better than embarrassing herself again in front of those she cared about. She had no confidence she could help Peter in any way, so she didn't want to even try.

When she tried to leave, Peter tightened his grip on her arm, "I know that look," he said.

"What look?" she asked.

"You think you can't do this, so you give up before it starts. I've been there more times than I care to mention because I thought no one believed in me. Here's the unthinkable for you; I believe in you, Momo! You're the only one that can save those people!"

"How?! I don't even know you! And you don't know me!"

"I do!" he grabbed her other arm, "You're one of the smartest, most talented, most determined people I have ever had the pleasure to meet and I know with every cell in my body that deep down, you are a hero! Please, be one now!"

It was true; deep down, she liked helping people. Years of her parents telling her to only care for herself had gotten to her. They'd scold her for giving money to the poor, wasting time on volunteer events, and so much more. She had finally given up, but this boy was trying to pull her back. Why did he care?

Why did she want to listen?

Before she could stop herself, she was running at his side back down the hall. They arrived at the side entrance to find the sinkhole had only gotten worse. The people were even deeper in the ground now, the dirt reaching up to their chests and trapping their arms against their sides. Momo looked down at them wondering what on earth Peter expected her to do.

To answer, he handed her The Eye of Agamotto.

"What is this?" She asked.

"Look into the eye, and you'll get all your answers."

She didn't want to disappoint him, so she did as she was told and looked into the eye.

Further screams of horror stole Peters attention as he got to his knees and looked down into the hole. They were sinking deeper and further into the ground and they were too far out of reach, "Hang on a little longer!" Shouted Peter.

Momo kneeled at his side, tossing the Eye back into his hands. The look on her face had changed; it wasn't confident, but it was determined. In her other hand was a rope that seemingly came out of nowhere.

Unless it came from her.

"Grab the end of this rope and pull with everything you've got," Momo commanded, "Hurry!"

Peter obeyed her and grabbed the end of the rope as Momo tossed it down. The victims trapped in the hole began grabbing onto it one at a time. Momo kept her hand up to signal that Peter should wait. Once everyone was grabbing on, she told him to go, and he began pulling with his super strength. It took little effort to pull them up, though there was a bit of a tug at first. Eventually, he was able to pull them out of the hole and drag them away from the edge.

They each stood to their feet, thanking the two of them before running away to safety. Momo remained silent, looking at the rope in her hands.

"…Momo?" Asked Peter, "Is it …you?"

"…What the hell is happening, Peter?" She asked quietly.

It was here, definitely, but she still felt as broken as before, if not for different reasons. She didn't know what was happening or why her head was filled with the memories of two lives. All she knew is everything changed, and now she was confronting Peter for the first time since the festival. She never imagined it would finally happen, much less under these circumstances.

"We need to get somewhere safe," Said Peter, "Do you trust me?"

She didn't know if she trusted him, much less herself.

…

Police and Firefighters arrived soon after everyone had evacuated the building. Thankfully no one was killed, though many were injured. Smoke was erupting into the air as the school was consumed in fire. The storm had passed on its own without the need for a snap. The students and staff were processed by police and doctors—and on occasion, reporters—before being allowed to return home.

Standing atop a roof across the street was Peter, and he wasn't alone. Joined with him was Itsuka, Momo and Mina, each of them restored from their false identities. Mina couldn't stop examining her skin, never thinking she would be so happy to have it back. She hadn't had normal skin since she was five years old, and while it was nice to be normal for a little while, she felt grateful to be herself again.

Mina finally approached Peter with a smile on her face, leaping at him for a tight and overdo hug. To hold him like this again made her feel like everything was going to be ok, despite all that has happened.

"I missed you, Peter!" Said Mina.

"I missed you too," Said Peter, "How're you feeling?"

"Really weird," She broke the hug, keeping her hands on her hips, "I remember a life that …isn't mine, but I'm starting to forget it."

"It'll pass."

"What happened to us?"

Peter looked between her and Momo, knowing they wanted answers beyond just what happened. They wanted to know every secret he has kept from them, and he wanted to give the answers. He just wanted to wait until everyone was accounted for.

Of course, that didn't include the basics.

"Overcast did this. I'll explain more about it when everyone is here."

"Everyone?"

"I still have two more people to find."

Momo stepped forward with her arms crossed, avoiding eye contact as she asked "Why us? Why fix what happened to Ashido, Kendo and I? Wouldn't it make more sense to help Pro heroes."

"None of the Pro's I trust are in the city. My friends _are_ ," He sighed, "And I trust all my friends. All of them."

It was clear an overdue conversation was in need, so Mina and Kendo stepped away, far enough to give them some space.

"…Momo," Peter spoke first, "When we first met, you rescued me from my own social awkwardness, remember?"

"…I do," She said softly.

"You've always been my friend, Momo. That has never changed no matter what was said, and what remained unsaid. I have made mistakes, I know. I've lied, I've deceived, I've manipulated my way through this world because I thought I had no other choice. I betrayed the trust of my friends, my family, and everyone else I care about. I know I hurt you too-"

"Do you hate me?" She asked, fighting back her tears.

"…No. No, of course not! Momo-" He wanted to question what made her think this, but he already knew, "What you said at the festival …I know you were hurting. I don't blame you for anything. I forgave you for what you said a long time ago."

"But I-"

Peter pulled her in for a hug, rubbing the back of her head with his hand, "Momo, I forgive you. I will never stop caring about you … no matter what." He couldn't stop his voice from cracking. This was something he needed to say, and something she needed to hear a long time ago. She thought it would take more to break her down, but in truth, she had been waiting for this opportunity ever since she last saw him.

"…No matter what," She repeated, a gentle smile on her face, "Thank you, Peter. I …I needed to hear that."

He broke the hug, but kept contact with her arms, "I told you the truth, nothing more."

"What do we do now?"

"We find the two people who remain on my list. We assemble a team of six people, and we take Mayume head on."

"Who else do we need?"

"Kyoka Jiro, and Izuku Midoryia."

…

Deeper into the city was a warehouse abandoned by time. No one in this new reality ever paid any attention to it. City officials marked it as condemned yet never bothered to take it down. Within its walls was the last remaining piece of a world forgotten by almost everyone but a select few. One of those few made this abandoned place their home.

Poetic; an abandoned building to house what's left of an abandoned world.

The layout was exactly as it was; mostly empty with a few couches and a TV in the corner. The TV was playing the news, talking about what happened at the school that day. Sitting in a chair facing the screen was the woman herself, the golden gauntlet wrapped around her hand. She was waiting to see if they would mention any deaths that occurred during the incident, holding her middle finger and thumb together for a snap yet to happen.

That moment never came.

The newscast ended and there was no mention of death, meaning she had no reason to act on the incident. She only ever fixed things when death was involved, as she promised she would do. Most of her time now was spent in front of this TV, snapping her fingers and shaving the edges of this new world until everything was smooth and perfect.

She'd get there, eventually.

"Mayume," Said a voice.

She turned around and saw her brother standing there. The scars on his face were gone now, along with any other wounds given to him over the years. He wasn't dressed in his costume, rather a plain sweater and sweat pants. He clearly hadn't left this building for some time.

"How's it going?" he asked, somewhat reluctantly.

"Fine," Said Mayume, "No one got hurt."


	51. Pro Hero (Part 3)

Peter stood in front of the comic book store with his fingers interlocked. It had been only a few hours since the incident at the school. It hadn't taken him long to conduct the next step in his search. He could have searched her page, or asked other students where she normally hangs out. He didn't actually need to do any of that, he just needed to remember where they ran into each other. After something as stressful as today, it made sense she would come here. He would too.

Peter walked inside and let the bell of the door ring, alerting the cashier to his presence. He waved awkwardly, making his way past the racks of merchandise and toward the back. He could see the back of her head from there, looking at the many issues of comic books and manga. She was wearing her headphones, blasting them at full volume as to drown out the world. It made sense she would hide toward the back of the store where few people would bother to notice her.

Peter tapped Kyoka's shoulder to get her attention. She looked at him and removed her headphones, still able to hear the rock music blasting away, "Parker," She greeted, "We meet again. Glad to see you're ok after what happened at the school."

"You too," He smiled, "Did you get hurt?"

"No, I got out pretty quickly. You?"

"Uh …same."

"Why're you lying?"

Peter cleared his throat, trying to dodge the question, "I wanted to ask you something."

"Shoot. I mean don't shoot as in shoot, I mean shoot as in shoot the question …did you get contacts?"

He chuckled. Her social awkwardness reminded him of himself, "I was thinking about the other day, when Tokoyami was picking on me during class. A paperclip was thrown at him by an unknown entity of sass. You wouldn't happen to be that entity, would you?"

She paused, trying to see if he was going for some kind of unknown angle, "I am a being of sass, but why do you wanna know?"

"Was it you, Jiro?"

She sighed, "…Yeah."

"Why did you help me? Not that I don't appreciate it, because I do. I'm just curious."

Kyoka gently put the manga she was holding back on the shelf, and turned the volume of her music down all the way before finally coming up with an answer, "I've been picked on before, too, for being different. The way I dress, the music I listen too, the way I act and talk; people use it all against me. It came to a point where I started drowning out the world because the world seems to hate me so much. I didn't want you to start doing the same."

"You didn't want me thinking no one was there for me."

"I worried if the act was given a face, it wouldn't mean anything."

"It meant a great deal, more than you know. And I want to return the favor."

From his pocket, he pulled out a strange golden object shaped like a large eye. It was connected to a chain like a necklace. Had he gotten her a gift to say thanks? Was this his way of hitting on her? Many different scenarios played out in her head, all of which flattered her.

"Can you hold this for a minute?" He asked.

She didn't see where he was going, but curiously, she took it into her palms.

The process began instantly. Golden mist traveled up from the Eye and into her arms, moving through her veins with every beat of her heart. As it reached her head, her ears absorbed most of the energy. From her earlobe, something had begun to grow and form. It resembled a similar shape to that of headphone jacks, made from her own skin. As it reached her brain, images and sounds filled them to the brim of overflowing. At first it scared her, but she was paralyzed momentarily.

Then, everything became clear.

"…Peter," She spoke softly, "Peter …oh, my god, I remember!"

Peter shushed her, placing her headphones back over her ears as to hide the jacks hanging from them, "I know you've got a million things going through your head right now. I promise you I'm going to explain everything. I just need you to come with me for now, ok? Do you trust me?"

It wasn't even a question, not for her, "Yes," She said, "Always."

 **Spider-Man: Hero Academia**

 **Chapter 51**

 **Pro Hero (Part 3)**

There were not many places in the city they could find to hide away in. With Kyoka's ears and Mina's color alteration, they would stick out in public like a pair of sore thumbs. They needed a place to plan out their next move without being spotted.

It wasn't easy for Peter to search up abandoned buildings with his parents, aunt and Uncle texting and calling him every few minutes. He had to finally answer him in order to get them to calm down, telling them he'd be home soon and that he got out before it all started. He hated making them worry, but none of it would matter anyway, not once this was all over.

Eventually, they finally managed to find an apartment complex scheduled for deconstruction, but not for a few days. It would be the perfect place for them to operate until it was time to make a move.

The room they found was devoid of most furniture, minus what was abandoned by those who were evicted last minute. All that remained was a couch and a lamp for light, plus a rug for them to sit on. Once everyone was settled in, Peter stood before them and spoke.

"I need everyone to stay here while I go out and look for Izuku," He ordered, "Once I bring him back here, we'll get started."

"Who else are we getting?" Asked Kyoka.

"Just him. We need to keep the group small."

"But why us? Why not Pro's?"

Peter pressed his lips together, only slightly annoyed by her question, "Momo asked the exact same thing."

Momo nodded, crossing her arms with pride.

"If we restore too many people, we alert Overcast to our presence. I could have gotten Pro heroes, but they're too far away. In the time we have, I won't be able to find and restore them, then bring them back here."

"Before what?" Asked Mina, sitting on her side with her legs hanging out, "You never really explained it. How did Overcast do this? Why did she do it?"

"Once we have Izuku, I'll explain. I'd rather not go over the details more than once for the sake of my sanity."

"Do you even know where he is?"

"I do," Peter knelt down to her, "You gotta stay here until I get back. This world—this new world—it doesn't know about quirks. You have to stay hidden for your own safety for now."

Mina, reluctant as she was, nodded to his wishes. Peter stood up straight, headed to the window where Kendo was leaning against the wall, acting as the gatekeeper to his exit. She gave him a look, asking without words to be able to go with him. Of course, he returned the look with an expression of solitude. She didn't back down very easily.

"Kendo, you gotta stay and watch them," Said Peter.

"What happened to 'We're in this together'?" She asked.

"We are, but I know Izuku better than you do, I need to get through to him and use the eye to restore his memory. Once we're all together, we can figure out some kind of strategy. I don't plan to take on Mayume alone. I want the people I trust most in this world."

"Who happen to be mostly girls," She teased.

"…What?" he raised a brow.

"Nothing. Just noticing four of the six members of this little team are all girls. Two of them used to have a crush on you. How funny."

"That- Kendo- it's not like- Stop it. Stop teasing me, it's not funny."

"It kinda is," she grinned.

"People are people," He said with a stern look, "Fine, yes, the people I connected with most are girls. They're my friends, and I trust them, just like I trust you."

"You didn't use to trust me."

Peter gently kissed her forehead, massaging her arms carefully as to sooth her, "I trust you now. After everything we've been through—every fight, argument, and moment of bliss while swinging through the sky—I trust you."

His words were nice to hear. It was strange to think that once upon a time, she tried to get him to give up the vigilante life, just to end up joining him in his crusade. Never did she expect falling for him , especially with the given circumstances. The secret of the multiverse was theirs to share, which was a burden she never thought she would carry. There's a lot she's done that she never thought she'd do, and a lot has changed that she never thought would.

"Do you trust me?" He asked.

"…Of course, I do," She smiled, kissing his forehead in response, "Just be careful, ok? Text me when you're on your way back."

"Will do," he said, letting her go before jumping out the window.

"Always on the move, isn't he?" asked Kyoka, earning a groan of agreement from Kendo.

Kendo wanted to say something funny to add to her comment, but she noticed Kyoka had suddenly started looking glum. She supposed she couldn't blame her, or any of them. They were likely all dealing with the same thing she was; memory backlash. A life that's not there is in their heads, slowly fading away but forever present in the background.

She sat down with the three of them, crossing her legs to get comfortable. Momo was still standing, leaning on the wall closest to the door, but she was still listening regardless.

"How are you all holding up?" she asked them.

They didn't want to answer straight away, not because they didn't want to, but because they didn't know how. There was so much to dissect that they weren't sure where to start. Eventually, Mina was the first to give it a shot.

"…It's weird," Mina said, "Overcast gave us all a fake life to live. I still took up dancing in this life but I never shared it with anyone. I was …normal. I honestly don't remember a time when I didn't have pink skin. I don't remember a day when I didn't have eyes on me in some way. I never realized how much people liked me mainly for my quirk …"

"That's not true, Ashido," Kendo argued.

"Isn't it? This version of me doesn't know nearly as many people that I do. My quirk—my appearance—it dictated my friendships …"

Kyoka scoffed, "Bull-crap. You're still a great friend regardless."

"How do you know?"

"This …this version of me admired you a bit. She liked how pretty you were."

Mina smiled warmly, "Thanks, Jiro. What about you? What were you like here?"

Kyoka took a moment to think about this, trying to collect the memories of this life before they faded away, "Not too different, actually. I dress kinda goth-like. I keep to myself most of the time. The only difference is that I never made many friends. Even before U.A, I was confident enough to make some friends. I wonder now if that's because I had a quirk, like it was some kind of identification of greatness."

Kendo nodded, "I know what you mean," She said, "This iteration of me took to fighting in a fight club because I didn't know how to deal with my feelings. Getting my quirk and training to be a hero became my outlet, but not in this reality," She paused, reflecting on this, "Our quirks really defined so many aspects of our lives, didn't they? Our careers, how we made friends, how we acted. Without them … we're completely different people."

Momo chose not to chime in right away because—as much as it pained her to admit it—they were right. Things weren't that different in her life without a quirk, but they were still worse. As Kyoka put it, her quirk identified her as successful without needing to prove anything. Without it, she had to try so much harder to make her family proud. The bottom line though was that—quirk or no quirk—she was still miserable.

"Momo," Asked Kendo, "What about you?"

"…I'm the same, just …more intense," Said Momo, "I always felt like I had something to prove, and its worse in this world. This version of me is so …broken down."

"And what about the real you?"

Momo didn't answer. She didn't want to worry her with anything she was feeling. Now just didn't seem like the right time, not with everything at stake.

Mina gestured to Kendo to wait, seeing as she was about to get up. Mina stood and paced over to Momo slowly, as to give her a chance to see her coming. She held her hands behind her back, lifting her shoulders slight with her head cocked to the side. A smile was plastered on her face, and Momo asked what she wanted.

"Do you remember what I told you at the sports festival?"

"…Strudels?"

Mina chuckled, "Yes, I did say strudels. And it made you laugh. It's proof there is still hope in you. You think you're so hopeless, I've seen it; we all have. But even a single chuckle is proof you'll be ok."

"…How can you be so cheery?"

"It's the pink. It's a very warm color. Hug me and I'll prove it."

Momo smiled with a laugh, before pulling Mina into a warm hug. At first she was gentle about it, but once her emotions took full control, she couldn't help but grip her tighter. Mina didn't object to the tight grip in anyway, returning it with the same amount of strength. Her kind nature was something Momo always felt she was able to rely on. It did give her hope; maybe everything will be ok.

Just maybe.

…

Deep within the abandoned warehouse, Mayume sat in her chair with one leg hanging off the side. She had been sitting there for hours, flipping through channels and watching all that transpired with the world. She pretended as though she was a guardian angel, but at times even she didn't feel like one. Most of her time was spent in that chair, and it was beginning to drive her mad.

This was the world she chose to create, and she had to keep it that way.

These sudden storms were not of her doing. They began appearing without her consent in random places around the world. All she could do was observe them, and snap them away should anyone die to their attacks. She couldn't erase all natural disasters; she wasn't stupid. She knew they were unavoidable. Instead, she chose to erase only those that kill someone in the process. No one had to die by accident ever again.

No one ever had to be killed again.

Koji entered the large room and saw his sister sitting in the dark. She never liked having the lights on beyond the Television. Though reality and everyone in it had been changed, he hadn't. She had chosen not to erase his memory, making it so they were the only two who remembered the 'Old World', as she called it. Perhaps she thought she could earn Koji's love and respect back the right way.

He thought it was only a matter of time before she decided to take the easy way out.

"Anything today?" Koji asked.

"Other than the storms at the school, no," Mayume said, "I don't know what's causing them, but they don't go away no matter what I do."

"Weather will be weather."

"Yes," She finally sat up straight, "But I fixed Climate Change. I restored the ozone, regulated heat across the world. There shouldn't be any weather irregularities. I just don't understand …"

The idea of not being in control was starting to get to her. Having all of this power now, she could do anything that she wanted. Every disaster, murder, or unforeseen event was erased in an instant. She had everything she ever wanted and so much more. So why was this the only thing she couldn't control?

Whatever it was, it made her angry.

Koji could see she was getting steamed, so he opted to say nothing further and move toward the tables in the back. This room was the one thing left unaltered by the stones, so everything was still here. All the tools, schematics and trinkets remained laying on the table, including the broken pieces of the gauntlet from when Otto made his modifications. Even his robotic arm that Mayume severed was sitting there, broken and useless. Unlike him; he had come in here with a purpose.

Quickly, he swiped a piece of the old gauntlet metal and stuffed it into his pocket, looking behind him to ensure that Mayume wasn't looking; she wasn't. She was too distracted by the TV to notice anything beyond it.

"I'm gonna go see our family," Said Koji, "I'll be back to check on you."

"Ok," She said bitterly, simply to take out her anger.

He paid her no further mind and left, pulling a hood over his head.

He was going to see his family, but he had a pit stop to make first.

…

It would be much faster to get where he was going if he only had his web shooters. He was getting used to not having them on his wrists, which was not a fun feeling. He could be leaping over rooftops as he did prior to regaining his memory, but that may draw too much attention. He hated having to walk like a normal person; it made him regret never pursuing a drivers license.

Finally it came into view; the Midoriya complex. Even in this reality, Izuku normally stayed at home studying. What he found out was different about his life was Bakugo. Without his quirk, he never had a reason to become a bully for Izuku, and they actually ended up becoming good friends. Izuku never acquired his anxiety toward the blonde hot head. At least that was one positive to come out of all these changes.

He hated to admit it, but a few things were improved in this world. A lack of unforeseen death was nice, fewer wars and conflicts, his family members being alive. None of it could serve as an excuse though for how reckless Mayume was. One way or another, it was only the calm before the storm, and the storm was deadly.

He knocked on the familiar door and tapped his foot impatiently. This process had played itself out so many times now that he was tempted to just shove the Eye in his face and get it over with. Until the illusion was revealed, however, he had to play along with this world rules. Patience was the key to success here, despite the clock they were running on.

Inko had opened the door, but he didn't recognize her at first. She was no longer the small, somewhat wide women he had grown to know. She was taller and thinner, looking to be in much better health than before. Her dress style and hair were the same, being the only way he could realize it was her.

"Oh, hello!" She greeted with a smile, "Can I help you?"

"Mrs. …Midoriya?" He asked.

"Yes, that's me. Who are you?"

Peter cleared his throat to regain composure, "Sorry, I'm a friend of your son from school. Is he home?"

"No, I'm sorry. He's out with his friends right now."

Dammit, thought Peter. He hoped this would be easy, "Do you know where?"

"The arcade, I believe."

"Ok, thank you," he nodded, beginning to turn around before she spoke again.

"How long have you known him?"

"Oh …I'm an old friend. He probably doesn't even remember me."

Inko smiled, holding her hands together, "True friends never forget one another."

Peter smiled sadly, looking away from her, "I sure hope so."

He left the house quickly, only showing his distress when he was out of eye-sight. He had assumed Izuku would be here because research told him he stayed at home more often than not. Making a trip to the arcade wasn't an issue, but it's an extra set of minutes that he didn't want spent, not with what was at stake. If he was going to take on Mayume, he needed the entire team, including Izuku.

Before he could cross the street, his spider-sense warned him of danger to his right. He lifted his hand quickly to catch a rock that nearly hit him in the head.

"Peter," A voice called out as quietly as possible.

Peter wasted no time approaching the alley that the rock came out of. Inside it was a man who's face he's only ever seen once. His dark skin and blonde hair were a giveaway to his identity. "Koji?" Peter asked.

Koji Aihara stood close to the wall as to hide from sight, wearing a grey hoodie over his head. The scars on his face were gone now, likely a change thanks to this new reality. The fact he was seeking Peter out at all could only mean a handful of things of which he could easily guess.

Koji Aihara remembered.

"You know me," Said Koji with a smile, "You remember."

"So do you," Peter pointed out, "Mayume didn't erase your memory?"

"No, she didn't. She didn't want to change me; she wanted to earn my compassion."

"What are you doing here?"

Koji looked to both ends of the alley to make sure no one was listening or watching, especially his sister. If she even caught a scent to what he was doing, she would undo it all in an instant. Never did he think he would find himself fearing his own sister. Then again, there were a lot of things he thought he would never do.

"If you remember," Koji continued, "I assume you're trying to stop her."

"How do I know I can trust you?" Peter questioned, "For all I know, Mayume has full control over you."

"That's why I brought a peace offering."

Koji raised his hands in surrender to ensure he was harmless, before slowly reaching into his hoodie pocket. He pulled his hand back out fully closed into a fist and reached it out toward Peter. When he opened it, he revealed a small piece of gold-colored metal no bigger than the tip of his finger. Peter didn't recognize the material; he hadn't seen it on the periodic table.

"What is that?" Peter asked.

"Mayume calls it Uru. It's what the Gauntlet is made out of."

Peter eyed him carefully to see if he was lying, but there were no such faults and his spider-sense hadn't gone off yet. This was a piece of the original gauntlet used by Thanos and Green Goblin. Had he swiped it from Mayume? How did he manage that without her noticing?

"When Otto built the new gauntlet for her," Koji began to explain, "He broke down the original and rebuilt it from scratch. This is one of the pieces that was broken off of it."

"How is this a peace offering?"

"Think about it, Parker. This metal is strong enough to take the full force of the stones. I may not be well informed on how this all works, but if this metal can take its power with ease, it stands to reason it should have some kind of …resistance to it as well, right?"

In that moment, it all clicked with Peter. He knew exactly where he was going with this now as he gently took the piece of Uru between his fingers. This little chunk of metal was used to harness the full power of the stones and remain unaffected by them. What better tool to be used against the stones than the material used to contain them? "This stuff …the stones can't effect it?"

"In theory. When you magnetize something, it creates a magnetic field. I think that's what this stuff does for the stones."

"How do you know all this?"

"You think I've been sitting on my ass these last few weeks?" he asked rhetorically, "I couldn't let Mayume get away with what she's done. I've been looking into how to stop her, and I think this is it. However you choose to use it is entirely up to you."

When he thought about it, it made a lot of sense. The same way flamethrowers need heat-resistance materials to be made from, the gauntlet would need a material that is naturally resistant to the stones power. This Uru can resist the influence of her snaps. It could keep them safe in the coming fight he knows to be inevitable.

This could be the key to fixing everything.

"Do you have more?" Peter asked.

"This is what I could snap without her noticing," Koji said in disappointment, "If you want the rest, you'll have to get it yourself."

Peter raised an eyebrow, "How? Mayume-"

"Will be kept busy by me. I'll get her out of the warehouse and you grab what you need."

It was a risky plan. If Mayume caught on even for a moment, everything would fall apart. Koji would have to put on his best act to keep her occupied. If these pieces really could give them the upper hand, then he had to try and use them. He may not get another opportunity like this again.

"Do you trust me?" Asked Koji.

"…Ok," Peter answered, "Is the warehouse in the same spot?"

"It's the only thing she didn't alter."

"Then get her out of there by 6pm. I'll be there by then."

"I can keep her out for an hour at the most, and she can pop back in at any time."

"Let me worry about that."

Koji nodded, rubbing the anxiety out of his arms, "Just don't screw this up."

There was nothing more to be said. Anything else they spoke would only be wasted breath, and they knew this. Koji took off quickly down the street, eager to reach his family's house to set up an alibi. Peter wanted to ask him more, but knew that just being here was a risk he had taken.

He examined the piece of Uru in his hand, watching the light of the sun reflect off its bright golden surface. This little piece of metal was powerful in its own right, even without the compliment of its other parts. This was a game changer; if he could harness its properties, it could mean the difference between victory and failure against Mayume.

6pm wasn't long from now. He'd rather not do one thing after the other and waste more time than he has to. He needs to tackle this and the Izuku problem at the same time.

Pulling out his phone, he quickly dialed Kendo's number and put it to his ear, "Kendo," Peter spoke, "Scratch my earlier plan. We need to divide and conquer."

…

Kendo listened carefully through the phone as Peter relayed his plan to her. Some of the details had surprised her, considering who she was talking to, "Ok …warehouse, got it. Keep us posted, ok? See you soon."

She hung up the phone and placed it back in her pocket, clapping her hands to gain the attention of her friends, "That was Peter, just now. There's been a bit of a sidetrack in the plan."

Kyoka, still sitting on the floor, turned to Kendo with a sarcastic scoff, "You mean the one where he takes care of everything?"

Her friends silently agreed with her. It was no secret that Peter chose to deal with things on his own rather than get help. Even though he's assembling a team, he still chose to go out by himself and fix everything on his own. It was annoying since he went through the trouble of restoring them but not ask for their help.

"Peter asked for our help," Said Kendo.

Though, even he has his moments.

"Peter just met up with someone who worked with Mayume. Apparently, he remembers what she did and wants to help us stop her."

"Which one? Octopus guy or purple mask guy?" asked Mina.

"Uh …purple mask guy. He says there's a material at her base of operations we can use to fight her without risk."

"So why does Peter need our help?"

"Because he wants to tackle the Midoriya issue at the same time, get both problems over with. Some of us will head to the warehouse with Peter while the others find and restore Midoriya. We'll have to meet up with him to grab that eye thing."

Momo stepped of the wall she was leaning on, keeping her arms crossed with one eyebrow raised, "How do we know we can trust this guy he met?"

"Peter seems sure we can," Kendo argued, "And I trust Peters judgement."

"Even though he trusted Overcast and she turned out to be a two-quirk timing supervillain," Kyoka sassed.

Kendo was going to scold her similar to how she always scolded Monoma, but she stopped and took a deep breath. She understood how stressed everyone was, and sass was just one of the ways to expel that stress. Right now, Peter needed them assembled for the job, not fighting among each other.

"Ok," Kendo cleared her throat, "Peter texted me where to meet him to trade off the Eye. Me and Jiro will head for the arcade with the Eye and find Midoriya, restore him, and bring him back here. Meanwhile, Ashido and Yaoyorozu will go with Peter to the warehouse."

"Wait, what?" Mina asked, "He needs us? Why?"

"Our quirks," Momo pointed out, "I can give us any tool we need, and you can melt almost any obstacle," She paused, going over the many different scenarios for how this could play out, "Is he sure this …material is going to work?"

She wanted to say 'yes, absolutely,' but she needed to be honest. She wasn't entirely sure if this stuff was legit. She didn't trust Koji, what she did trust was Peter. If he really thinks this is going to work, then she needed to back his play. That's what it meant to love someone; to be there for them and support them through the toughest times, "We have to trust Peter. He needs us."

A few weeks prior to what Mayume had done, Both Momo and Kyoka would have been unsure if trusting him was the right thing. Everything they've heard about him from the news, their friends and Pro heroes told them not to ever trust him. All they had to think for themselves was their experience with him. Even then, that experience was tainted by every media outlet branding him a villain.

Mina, however, never lost faith in him even once. She always knew even when they first met that he was a good person. He had saved her during their first training exercise together. From that moment, she knew what kind of person that he was. He's a hero, and he never stopped being one.

"I trust him," Mina said, standing up straight, "Whatever he needs, I'll be there."

"…Me too," Said Momo, finally dropping her arms.

Kyoka sighed with a grin, standing up as well to join the bunch, "Of course I trust him, honestly."

Kendo smiled and nodded to each of them, "Good, then let's go."

…

The trade-off was easy. The group headed out and met halfway with Peter. Mina was forced to wear a hoodie and hide herself as not to attract too much attention. Never before did she actually hate the way she looked out of fear of what others thought. It wasn't something she wanted to get used to, and hopefully she wouldn't have to.

Peter traded off the Eye for them and recruited Momo and Mina, separating from the others quickly. He didn't want to spend too much time messing around. With the threat of the storms and reality breaking, he was in a rush to get everything set up. The sooner he had the team and the Uru, the sooner he could fight Mayume and fix everything.

Itsuka and Kyoka went off in their own toward the arcade. Jiro kept her headphones over her hears to hide the jacks hanging from her earlobes. Most people just assumed she was choosing to drown out all the noise with music, which was actually true most of the time. It was strange for her to see this new world through a fresh set of eyes. In theory it was supposed to be a better world free of unnecessary death and even war. Yet, no matter where she looked, it all just felt so wrong.

The arcade was dimly lit, allowing for the neon colors of the games to shine in the dark. The latest pop music was playing from the speakers in the ceiling. People of all ages were running around, but it was mostly children about the age of ten or thirteen. It was a large single-floor complex filled to the brim with games, tables for food and karaoke in the back.

"This place is huge," Said Kyoka, "Good thing that kids green hair sticks out like a sore thumb."

"A sore thumb in a pool of hands," Kendo paused before shivering, "Why did I just imagine that? Like, an actual pool full of severed hands."

"Please don't share the image."

They began walking through the arcade, splitting up and going in opposite directions. The games were bright and loud, but nothing that Kyoka wasn't used to. The arcade was rather crowded, making it difficult to maneuver through each section without bumping into someone. It reminded her so much of when her school was panicked, thinking a villain was on campus as they rushed out through the halls. It was a sea of panicked students that only Tenya Iida was able to calm down.

Finally, she spotted the familiar green hair by the racing games. He was sitting on a replica of a motorcycle as he controlled a vehicle on the screen. Sitting on the game next to him was a boy with flat blonde hair. She didn't immediately recognize him until she moved closer. Izuku was racing against Katsuki Bakugou.

"…Is that …Bakugou?" Kyoka asked with disbelief, "Holy crap …he actually looks like a decent human being."

She quickly texted Kendo and got her to come to the racing games, where she too saw Bakugo with a much calmer vibe about his being. He was actually smiling and laughing along with Midoriya, treating him as a friend rather than an enemy. Never did Kyoka ever think in any reality that they would actually be friends. Does that mean Bakugou's anger was somehow tied to his quirk? She always suspected it had something to do with either that or his family, but she never imagined this.

"We have to be gentle," Kendo urged, "Forcing him to look into the eye isn't ideal. Until we restore him, this is still a different person than we remember."

"Yeah …he seems so happy," Kyoka commented.

"He wasn't before?"

"I don't know …I mean he can be optimistic and even cheery, but he's also always stressed out and worrying. Bakugou never made it easy for him to be happy. This version of him …doesn't seem so stressed out. I can't help but wonder if the source of a lot of his pain was his quirk. It's like …for some people, they're better off quirkless, while others are worse for it. Nothing about this is black and white."

"Welcome to reality, in this or any world," Kendo sighed, "Let's get this over with."

Just as Midoriya finished playing the game, the two girls approached him with warm smiles, "Excuse me, Izuku Midoriya?" Asked Kendo.

Izuku looked at them with puzzled looks, "Um, hello! Do I know you?"

"Kind of, we go to school together. I was hoping I could talk to you about something."

Izuku pondered her request for a moment, but thought little of it in terms of suspicion, "Ok, sure!" He said cheerily before turning to Bakugou, "I'll catch up with you Kaachan."

"Sure thing," Said Bakugou with a smile, "You still owe me another race!"

Bakugou quickly left to play another game, leaving the three of them alone with one another. At least, as alone as they can be in a place so crowded.

"So …you and Bakugou are friends," Kyoka stated.

"Of course, we are," Izuku looked confused, "He's been my friend since we were kids. What is it you guys want anyway?"

"It's …hard to explain," Said Kendo, pulling out the Eye of Agamotto, "Can you take a look at this for us?"

"What is it?"

"That's what we're hoping you can figure out."

"I don't see why it has to be me. You could probably ask a whole bunch of people more well-equipped."

She hated how he was trying to logic his way out of the situation.

"Listen," he continued, "I really have to get going. I'm sorry," He turned around and started to walk away. Kendo wanted to say something to stop him, but wasn't sure what she could say to this version of him that he would listen to.

"Oh, screw this!" Kyoka exclaimed, yanking the Eye from Kendo's hands and rushing over to the fleeing Izuku. Kendo called out for her to stop, but by the time she had, it was too late.

Kyoka jammed the Eye of Agamotto against Izuku's back. The energy from it dispersed in a small explosion of golden mist, attracting like a magnet to his body. Instead of a steady wave of restoration, all the energy hit him at once in every part of his body. A single burst of golden energy popped from his body, gone as quickly as it came. Seeing what she had done, she pulled the Eye away and watched the result.

Every one of his six senses were suddenly going haywire. A thousand voices seemed to speak at once into his ear. He felt as though every one of his bones were breaking over and over again. The lights flickered in and out from total blindness to pitch black darkness. His heart began beating fast, faster than what was acceptable. He was going into a panic attack he couldn't explain as thoughts came and went in his mind.

In a rush of fear, he fled through the crowd as sparks of green lightning came off his body.

"Dammit, Jiro!" Scolded Kendo, "Come on!"

They quickly pushed through the crowd after him. It was easy to keep their eyes on him with the occasional spark coming off his skin. It must have been his quirk coming in and out of restoration. This is why Kendo wanted to take things slow; who knows what happening to him right now?

Izuku busted through the front doors and ran down the street, holding his head in agony. Kyoka and Itsuka came out only seconds after to see he had already traveled a block, "We gotta catch him!" Kendo shouted as they began chasing after the once quirkless boy.

…

Peter climbed to the top of the warehouse roof, carrying Momo and Mina up with him one at a time. A backpack was hanging over his shoulder, ready to be filled with the Uru they needed. He expected to find a clear vent to climb through, but the vent opening for this building was too small for anyone to fit. He wondered if that was an intentional design, or his Parker luck striking again.

"Ok," Peter turned to Mina, "You're up. You need to burn a small hole in the roof."

"Won't she see that?" Mina asked.

"Not if you burn it …here," he pointed to a spot near the end of the roof, "When I was being held here by her and Otto, they kept me in the storage room. We're gonna climb into there, wait until Koji leads Mayume away, then get what we need."

Momo watched him describe the plan with great concern. She wasn't worried it wouldn't work, that wasn't the issue. What bothered her was that—besides a few moments—Peter had been all business since restoring them. Had he processed everything already, or was he putting it all off for the sake of everyone else?

Mina got to her knees and placed her hands on the surface of the roof, keeping them at least a yard apart from each other. The acid secreted from her palms and expanded atop the surface, burning straight through it and creating a gap big enough for two. She had to shake her hands to eradicate the remaining acid, burning smaller holes around her.

"Ok," Mina stood up straight, "It's still a long drop, though."

"That's where Momo comes in," Peter pointed to the girl in question, "Can you create a rope for us to rappel down with?"

Momo nodded, turning somewhat red as she had to lift up her shirt just enough to reveal the skin of her stomach. It took her only a moment to manifest a long enough rope and attach it to the nearest object sticking out of the roof; a ventilation pipe. It was strong, but not for all three at once.

Peter was the first to slide down the rope, keeping an eye out for anything out of the ordinary. Once he made it down, he signaled Mina to slide down next, catching her by the hips and helping her to the ground as he then did the same for Momo. The storage room hadn't changed much. In fact, the door's handle was still blown open. Strange how Mayume hadn't fixed it yet, if she ever planned to at all.

Peter kept in front of his comrades, leaning over to the door and peeking out into the main room of the complex. It hadn't changed even slightly from when he last saw it. Koji wasn't lying when he said the warehouse was the one thing she didn't alter. Everything was still there, including the work table in the back with all of her gear and supplies.

He could see Mayume sitting in her chair as though she had been there for days. She was lazily looking at the television, having been there so long that her eyes would have gone blind if not for her quirk. Koji had just entered from the office as he approached her. He didn't know if Peter was here yet or not, he only knew what he needed to do.

"Hey, Mayume," Koji greeted with a smile, "How's it going?"

"There was a fire in Hong Kong," She answered, "Real bad. A few souls got lost."

In response to her answer, Mayume lifted her fingers and snapped them, releasing a faint glow from each of the stones. Peters spider-sense started to ring painfully, nearly causing his ears to bleed again. Mina tried to comfort him through the pain, rubbing his shoulders to little avail. Eventually it passed, but the pain still echoed.

"They're ok now," Mayume finished, "A few burns, but they're ok."

"You left them with burns?" Koji asked.

"Conflict and pain are essential elements to the universe. If I remove them completely, people will get suspicious at best, and the universe will fight back at worst. I simply reduce the tragedy so no one loses their life without consent."

"You've had a lot of time to think about this."

"Not much else to do."

Koji grabbed the remote from her armrest and turned off the TV. She nearly jumped out of her chair to yank it back, but his face told her he had something to say. It was her brother, after all, so she listened. "Mayume," He started, "You've painted this world so much since you started this. Don't you want to see your work in person, and not through a screen?"

"What do you mean?"

"I mean why don't we go out tonight with the family? Find somewhere nice to eat. You've spent most of your time in here rather than out there. You brought our family back, shouldn't you spend time with them?"

He was right, she thought. She hadn't spent a lot of time with her family, having chosen to fix all the corners and cracks in the world. After fighting for so long and losing so much, she hadn't allowed herself to enjoy the fruits of her labor. Perhaps she thought if she ever stopped working, she'd feel like she hadn't earned what she had done.

"…You're right," she smiled and stood up from her chair, "We should go out."

"Finally," Koji sighed with relief, "But do you have to take the gauntlet?"

Mayume's expression immediately shifted to something colder, staring him down as though daggers were shooting from her eyes, "I need to have this on me at all times. You never know what may happen."

"Ok …ok," Koji held up his hands in surrender, "Let's just go."

Her vibe instantly changed back once he had backed off the gauntlet, smiling as they left the warehouse shoulder to shoulder.

With her gone, Peter guided his friends into the room, keeping focus on his spider-sense should she choose to return quickly. With the space stone, a single thought would bring her back her in a second. His spider-sense would only be able to warn him so far in advance of her arrival. They needed to get in and get out fast.

"Over here," Peter said as he found the table in the back, full of tools and parts Mayume has used in the past, including the Uru material scattered about. Peter removed his back and opened it, collecting the pieces that were placed in every direction, "Talk about a mess …" he commented.

Momo watched him move, how he was so focused on the job and nothing else. She had a feeling that she wasn't going to be able to say anything until this was over. She needed to get her voice—her words—to be heard by him now before it was too late, "Peter?"

"Mhmm?" He asked, still collecting the many pieces.

"Are you ok?"

"Sure, why?"

"It's just …you seem so focused on the mission. That's not bad or anything, but …other than your apology back on the roof earlier today …you've been very distant. Getting from point A to point B."

Peter continued collecting, but still listened to what she had to say, "I have to be, Momo. We need to stop Mayume."

"I know we do, but we can take a moment to just talk, can't we?"

"Not right now."

"Why not?"

"Because I failed!" Peter slammed his palm against the table, finally looking at her with saddened eyes, "…I couldn't stop her. No matter how hard I fought, no matter how much I lost, I wasn't able to stop her. I've been beaten and bloodied and bruised more times than I can count. I have pushed myself as far as I can possibly go, but no matter how close to the edge of death I came, I still couldn't beat her! I dragged everyone left that I love into this, put everything on the line, and failed! I …I failed."

He should be crying right now; he should be bawling his eyes out. Yet, not a single tear was shed to accompany his words. There was no more room for such a thing, not right now, not after everything. He had done so much crying that he felt he was just out of tears now. Instead, he was just angry. Angry with Mayume, with this new world, and with himself. Especially with himself.

"…In this world," Peter continued, "Mayume gave me back my Uncle, my parents, she healed my Aunt. I have back everything I have ever lost …yet I've never been more unhappy. Deep down, I wanted Mayume to be right; I wanted to believe the world was better off without tragedy but its not. The only reason this world still functions is because Mayume is keeping it together with duck tape."

No wonder he kept focused on the job; how else was he supposed to deal with how angry that he was? How does anyone deal with how angry they are and not hurt those they love?

"…You are not a failure, neighbor," Momo said sternly, "You are not, nor have you ever been a failure. You've fought your hardest with everything you have. The odds were stacked against you from the start and you kept fighting. You inspired all of us to fight with you. You inspired us to be heroes. Don't ever think that you failed, not with how much you accomplished."

"She's right," Said Mina, rubbing her arms, "You opened our eyes to who we really are. You cared about us when we thought no one did. You guide us through the darkness, so we will always do the same for you. You're our friend, Peter! You always will be!"

"…Friend," Peter muttered, "You both once thought differently."

"We did," Mina smiled, "Because we projected so much onto you. Maybe it wasn't what we thought it was, but it was still something. No matter what you may think, you're always going to be apart of class 1-A; you're always apart of our family."

Family was a term he thought he was losing. His parents, his Uncle, now soon his aunt should they fix the world. He thought he was losing everyone who fell under that term. Now, though, after everything he's been through, perhaps he was wrong. Perhaps his family wasn't just his blood, but those he's grown to love.

The people of this world have become his family.

"…Thank you," He smiled, "Both of you. It means a lot to me."

"Pay us back with fixing the world," Momo said.

"Right …ok," He nodded, continuing to collect the remaining pieces of Uru. Once they were all collected, Peter threw his back over his shoulder and guided his friends back to the storage room, where they escaped through the hole they left in the roof.

If he played his cards right, this could all end tonight.

…

Every sense in his body was working on overdrive. Izuku saw every color in their maximum saturation, blinding him with the worlds artistic torture. All the voices, smells and sights were being thrown at him while he processed every fiber of information shoving its way into his head. It was a miracle he hadn't gone crazy in that short time.

Kendo and Jiro chased after him, trying to chase through the crowd as they watched him cross the road before the light blinks, "Why did you do that?!" Kendo asked Jiro.

"I was skipping to the point!" Jiro defended herself.

"We don't know what the eye is fully capable of! Whatever you did, it's driving him crazy!"

Jiro felt nothing but guilt for the pain she was now causing Izuku. All she wanted was to get things over with. She thought that whatever they did wouldn't matter once they restored him. Had she calmed down and taken a moment to make Izuku more willing, perhaps this wouldn't be happening. Perhaps he had to be willing in order for the process to really work. If thats the case—if he's fighting off the process—she couldn't imagine how much pain he was in.

Pain that she caused.

Izuku had nearly gotten hit by an oncoming car, but thankfully jumped out of the way as it pulled to a stop, honking its horn in defiance. His head was filling with memories familiar all at once. He couldn't handle it; he couldn't handle the curtain of lies being removed from the stage.

The car was going to keep driving until Kendo and Jiro rushed onto the crosswalk, only making the driver curse further and louder at the "Stupid kids!"

Izuku barreled into the nearest alley to get away from all the noise chasing after him like rabid dogs. He tripped over the end of a fallen trashcan and collapsed to his stomach, holding it in gruesome pain. He could have gotten up once the pain had subsided, but the agony in his brain was proving too much for him to bare. His body sparked with green electricity; his quirk activating and deactivating constantly as his two lives fought for dominance. Their battle for life was a slaughter of each other's being.

He felt like he wanted to die.

"Midoriya!"

The girls rushed into the hidden shadows of the two buildings to find Izuku's body sparking, each shock surging through his veins at full force. He was only a step away from every bone in his body breaking.

"Midoriya!" Shouted Kendo, rushing to his side but refusing to touch him in the state he was in, "It's going to be ok! You have to stop fighting it!"

"It hurts!" He shouted, "It hurts everywhere!"

Memories were colliding with one another. His friend, Bakugou, who he's known for years, now he remembers only hatred from him. His memory of his own friend flipped back and forth so much he had no idea what the truth was. His mother's appearance, his own sense of identity, everything was switching between two versions he couldn't comprehend. It was too much. It was just too much.

"Midoriya," Jiro approached now, gently putting her hands on his shoulders and rubbing his arm for comfort, "It's ok …it's ok. What's happening to you doesn't deserve fear. I know it's terrifying right now, trust me. I'm sorry, this is all my fault."

"Jiro-" Kendo tried to speak out of concern, but Kyoka continued despite her.

"This whole world is wrong. Remembering everything that's probably going through your head right now was terrifying for me. Being told that everything you knew is a lie, waiting as everything fades away. It's not fair, I know … the process is scary, so we'd rather keep living in the illusion. Whether your life here is better or not, it's not your life. There's no such thing as a perfect life, so seeking it only leads to pain. You have to let it happen, Midoriya, you have to bring yourself home."

His memories had finally started to calm down. The flipping back and forth slowed and came to a stop one memory at a time, settling on one set. Years of pain, abuse and turmoil had rushed back into his bones as though they were happening all over again. Every grueling day he spent on that beach pushing trash from one place to another. The months of time he pushed his body to the limit of breaking just to be worthy of 5% of what he was capable of. Even in the thick of the darkness, he still took the time to throw a match just to save a friend.

The sparks finally stopped and his body came to a calm. He opened his eyes and removed his hands from his head. The colors of the world weren't so bright anymore, and the noise seemed such a distance away. He waited to see if it would come rushing back, but there was nothing.

"…Midoriya?" Asked Jiro, "You with us?"

Izuku sat up with his legs crossed, rubbing his eyes of the irritation that came and went. He looked up at Jiro and Kendo, recognizing his friends with a smile of relief, "Yeah …I'm with you."

…

The time now was 7pm. The night had begun to roll in as the moon climbed the stars in the sky. Its brother—the sun—climbed down from his throne to sleep as its job for providing light was taken from him. It was easier for Peter and his friends to maneuver and keep Mina hidden from public under the cover of darkness. Momo had asked they get something to eat on the way for everyone. Considering the time, no one had eaten dinner yet.

Peter stepped through the door first, holding the first batch of food from a local fast food restaurant. A good portion of the food was for Momo, who needed the energy for her quirk. As Peter learned on the way back, she converts the molecular structure of her fat cells into a nonliving object. It was truly a fascinating ability; converting cells of energy into anything she wanted.

When he entered the room of the abandoned complex, he found Kendo and friends waiting for them there. What surprised him most was his friend, Izuku Midoriya, standing there with them. He expected—or at least hoped—that they would have been successful restoring him. Still, seeing him there after all that happened; he couldn't help but be happy.

After carefully dropping the bags of food on the ground, he ran over and hugged his friend tightly.

"It's good to see you, man!" Peter exclaimed with joy, "I missed you!"

"I missed you too, Peter!" Izuku replied, "Well, I mean I didn't realize I missed you because I didn't remember you. This is weird …it's like living a whole other life where I had everything. Bakugou didn't hate me, I felt more confident in myself. Looking back though, it felt so …wrong. What happened?"

Peter released him from the hug with a huff, "We're going to figure all this out, though, I promise. I'm going to explain everything."

Izuku blinked twice, trying to understand if that was a hidden message to the info shared between them, of which only a few were aware of, "Everything?" He asked.

"Everything," Peter nodded. He knew that it was time to be forthcoming about the truth. This team he assembled were those he trusted more than anyone else in this world. These are the people he has fought with, loved, cried with, and who supported him through thick and thin. Each one of them has earned a spot in his heart because of their courage, their wit, and their compassion.

These were his friends; his family.

"It's time you knew what's at stake," Peter spoke as he gathered them all together, "It's time you all knew the truth about me and where I came from."


	52. Pro Hero (Part 4)

"It's time you knew what's at stake," Peter spoke as he gathered them all together, "It's time you all knew the truth about me and where I came from."

His friends were scattered throughout the room, perking up to pay attention to him. Both Itsuka and Izuku knew exactly what Peter was going to explain. It made sense, with everything on the line. Still, this couldn't have been easy for him. Months of keeping this secret to finally reveal it in full— even to a small amount of people—must be hard. All that worry in assumption they would even believe him.

But he knew that If they were going into battle together, then every veil had to be removed.

"What do you mean the truth?" Kyoka asked.

Peter cleared his throat, looking briefly to Itsuka and Izuku for emotional support, "It began when I was late to school one morning. The Green Goblin was attacking the city and I skipped my route to school so I could stop him. We fought for some time until the Avengers—a super hero team where I'm from—came to my aid. Goblin took their ship and flew off. Turns out, he wanted their ship to access the navigation computer and find out where the Infinity Stones are being kept."

"You mean the weapons Overcast has?" Mina asked, raising her hand like a school child.

"Yes, that's right," Peter commended, "The Avengers took me along to help stop him. We split up and I found Goblin, and I opted to fight him myself. He had one of the stones—the space stone—which can transport people anywhere they want. When I fought with him, it reacted and …sent me to Musutafu."

He was going through the details as he had learned them that same day, hoping it would help them understand it from his point of view. No one had any objections so far; they just listened to him tell his story with non-bias judgement. Just wait, Peter thought, they haven't even gotten to the complicated part yet.

"When I arrived," He continued, "Rhino was rampaging through the town. That's when I stopped him with Mt. Lady's help. It's where I first …met Izuku."

"Time out," Kyoka interrupted, "The day you arrived was when you fought Rhino? That's the same day we all met you. The same day you enrolled into U.A."

"That …that was an accident, actually," Peter admitted, earning looks of confusion from everyone, "You see …I was holding the reality stone when I was speaking with Aizawa. I was worried he was going to arrest me for vigilantism or something so I started telling white lies. The stone reacted and forged the papers out of nothing."

"So, wait," Momo spoke now, leaning against the wall with her arms crossed, "If you never meant to forge the papers, why not come clean with what happened?"

"For starters, like I said, I thought I was gonna be arrested," Peter sighed, "And …I thought I could use the school as cover and protection from my enemies who—thanks to Rhino—I knew were also in Japan. I started forging lies about where I came from to maintain this cover, so that I could find the stones before Goblin did. My plan was to find them and leave …but then I got to know you all," He looked to each of them with a smile on his face, "You all made your way into my life and into my heart and I can't thank you all enough for that. You mean everything to me, you really do, it's why I chose you for this rag-tag team."

The team couldn't help but feel flustered in their own ways. Each of them had different ways of showing it, whether it be hiding their face, holding their cheeks, laughing, smiling, or standing proud.

Momo was the only one to see the fault.

"Why did you never go to the police or Pros?" She asked, "There has to be a reason you never pursued such an easy solution if you ended up here by accident."

"…There is," He said, knowing it was finally time to peel off the Band-Aid, "I told you the space stone takes you anywhere you want. It can go across space, and across dimensions; Different dimensions, different realities …different universes."

No one reacted that intensely, likely because they didn't realize he was being literal, not metaphorical. He didn't blame them; a concept such as this was far beyond believable even to scientists who study the possibility. Whether they believed him or not, he needed to get it off his chest.

"The multiverse, guys" He finally peeled the Band-Aid, slightly whining in his tone "I'm talking about the multiverse—Me! I'm from another reality, like, physically!"

He was joking, they thought. He was just annoyed they didn't get the point and was checking to see if they were paying attention. Any second now he'd turn around and say what he actually meant, but the moment never came. His face was stern and still. There wasn't even a chuckle. He was very serious.

Their first instinct was to believe his words as false. There was no way that he could have been from another universe. That kind of thing just wasn't possible. No one had ever proved the idea was ever actually true. There was no evidence to support it, none that he was offering, anyway. He could have been lying again to hide the ugly truth. If he was, then what was so bad that he had to lie again?

"Well, that fricken' explains everything!"

Mina exclaimed loudly from where she stood, her hands in the air to emphasize. Like with Peter, Kyoka and Momo thought she was joking or being sarcastic. Yet, she was showing no disbelief in what Peter was suggesting to them. To be fair, it was a shock to believe for even her, but she was also open about it. After seeing what the stones can do in the hands of Overcast, how far off was the multiverse at that point? Maybe she was just clinging to the first explanation, but she wasn't complaining.

"You believe him?" Asked Momo.

"I mean, it does sound kinda coocoo," She rolled her finger in a circle next to her head, "But after everything we've seen—everything these stone things have done, including this whole new world she made us live in—is it really that strange? People have studied the multiverse concept for years anyway. Besides, it kinda explains a lot, doesn't it? How he appeared suddenly? Where these other guys came from? How we've never heard of MCU or any of these villains before, or even the Avengers? How can we have never heard of them if they keep popping up unless they are from another dimension?"

"…Dammit," Jiro gave in, "She has a point."

"Seriously?!" Momo shouted.

"I mean …she does," Kyoka argued, "Once upon a time we thought superpowers were impossible. Plus, if Aihara can create an entire new reality with those stones, why does another reality existing seem impossible? She made a new one from scratch! Maybe other worlds do exist. Besides, what do we really know about the universe? Only what we can prove and that is still up for debate. There's so much we don't understand, maybe …maybe this is just one of those things."

Momo couldn't believe what she was hearing. They were believing this so easily without a scrape of proof to back it up. Peter has lied before, why wouldn't he be lying about this. Then again, after everything they've been through, would he still be lying? He promised to explain everything after all, and he was being really serious about it. She was the type to collect facts and solve the issue at hand. That's why she was. Yet, her friends were willing to believe this so easily?

"We can vouch for him," Izuku spoke up, "Kendo and I—we can confirm he's telling the truth."

"You can?" Asked Momo, "How?"

Kendo stepped forward for Izuku, gesturing to him to step back and let her explain, "There was a point where Izuku and I helped Peter …fight someone for the Mind stone. We accidentally used it to show us Peters memories. We saw what he saw; felt what he felt. Everything he's telling you is true."

Now mind reading was something Momo did believe. She didn't doubt any of the stone's abilities at this point, as some of them resembled quirks. Reading someone's mind is one of the only full proof ways to know if someone is lying. If they gained this information directly from Peters brain, then she had no reason to lie just so she could defend Peter. She was telling the truth.

Which meant he was too.

"…Oh, my god," Momo held her chest as she consumed the information, "So …wait the multiverse is… It's real?" Her mind finally settled on the information, taking it all in with one swoop.

He nodded, holding his arms in self comfort, "I wanted to explain it all to you, but I had no way of proving it without sounding crazy. That's why I had to lie, because telling the truth wouldn't have helped anyway. Kendo and Midoriya believe me because they read my mind. You three …you have to work off trust alone. I'm honestly surprised you believe me."

"Is it the truth?" asked Mina.

"…One hundred percent."

"Then of course, we believe you."

Both Kyoka and Mina smiled at Peter with comforting eyes. They trusted him because of what they've been through together. Peter wasn't crazy; this new reality they lived in had to be proof enough. That was a level of trust and connection he never thought he would have again. They really have become his family, after all. All this time, they've been there for him no matter what.

He could see the turmoil on Momo's face and grew worried, "Do you trust me?" he asked her.

She looked at him with glossy eyes. That was a question she had been asking herself for some time, since he was arrested at the festival. Her hatred of herself blurred her perspective, feeling as though to make up for her failure, she had to believe all she was told. This included believing Peter was a criminal. She believed it all without any real proof, and now she was just supposed to do the same here? Was she really going to sit and accept what was being presented?

In all honesty; yes.

Peter has only ever looked out for her. When everyone was fawning over his hero costume on that first day, he pushed past them to ask if she was alright. He took the time out of laser tag to talk to her. He was her rival classmate with brains as large as her own. Everything he's ever done has always been for the sake of others, even when it came to lying to them. Despite the lies, the illusions, and everything in-between, she still cared for him. She still trusted him.

She spent too much time forcing herself to believe he was a liar; she couldn't do that anymore.

"Of course," She smiled, "I'll always trust you."

Peter gasped gently with a sunny smile, wiping away the faint tear that escaped his glossy eyes, "Thank you," He gestured, "I'll always trust you too."

"So, what now?" Asked Mina, pounding her fist against her opposite palm, "When do we start kicking ass?"

 **Spider-Man: Hero Academia**

 **Chapter 52**

 **Pro Hero (Part 4)**

Money was not an issue for Mayume. A single snap could get her hundreds of dollars in her wallet. Knowing this, she chose to take her family out to a fancy restaurant. It wasn't too fancy that only the stuck-up upper-class citizens attended it, but it was nice enough that she wanted to treat her family to it. Before meeting with them, she used toe stones to camouflage the gauntlet on her wrist. Not that she cared if people looked, but she 'd rather avoid any awkward scenarios.

This was the first night that meeting with her family felt normal again.

The first night she spent in this new world, she spent with her family. They had dinner at home while they talked. That night felt like a dream. Everything was exactly as she pictured it would be. Her parents talked about their jobs, Daichi discussed his hobbies and his relationship with his girlfriend, who he wanted to someday propose to. Finally, she had her life back.

Koji, unfortunately, needed more convincing.

Perhaps she needed a tie to the old world, maybe that's why she left him untouched. She fixed his scars and removed his quirk, but left his memory intact. After their fight, she wanted to earn back his love and trust, and she feels like she has for the most part. He was defiant at first, but after spending time with their family, he's become calmer and more accepting, at least on the surface. Allowing him to come to his senses on his own gave her peace that she made the right choice.

"Table for five," Mayume said to the waiter as they were led through the restaurant to their seats.

Her mother and father sat together naturally, Koji and Daichi sat on the other side together. Mayume took the last available seat at the end where she could see both pairs. They picked up their menus and began skimming the options presented to them.

"I'm surprised you can afford a place like this," Asked Ena, "The new job?"

"Yeah," Mayume answered, "It pays a lot."

"We're very proud of you."

Koji couldn't help but look at his family as though they were ghosts. He did his best to maintain his composure for Peters sake as he bought him as much time as possible. He did miss his family, and being with them again was a dream come true. In his heart though, he knew it wasn't right. This was indeed a gift, but one he needed to return for the sake of others.

Besides, seeing them brought back PTSD from that day.

Every time he looked at their faces, he couldn't help but see the corpses burning under massacred automobiles. The smell of blood boiling like gasoline filled the air, overtaking the smell of food and pastries. One deep breath, then two, three, four. The same exercise he used to use when he was locked in that room as a child. It's all that kept him calm.

"So, what's everyone been up to?" Mayume asked.

Kioshi glanced over from his menu, adjusting the glasses on his face, "Work closed up early today due to those strange storms. The weather really has been awful lately."

"The electricity at home has been freaking out too," Said Ena, "The television and heat, WiFi, everything shuts on and off randomly."

Mayume cleared her throat, trying to get things back on track, "Let's not worry about the weather right now. I wanna know what's going on in your lives."

Daichi raised his finger to get everyone's attention, an impossibly large grin plastered on his face, "I've got something, actually," He said before reaching into his pocket. He kept his shoulders up and tensed, both excited and nervous to see his family's reaction. From his coat pocket, he pulled out a small box no bigger than his palm. He paused for the big reveal, before opening it and exposing the silver ring resting on the cushion inside.

His parents could barely contain their excitement with Ena covering her mouth in disbelief, "Oh, honey! It's beautiful!" She exclaimed.

"Hibiki is going to love it," Said his father.

"Thanks, guys," he blushed, "The ring was a little pricey but I think it'll be worth it. Don't get too excited yet, though, she still has to say yes."

While Mayume felt utter joy for the news, Koji felt differently. Mayume was happy that he wanted to take such a big step in his life. This was the life Daichi deserved to have lived, and now he finally could. He could marry the woman he loves, maybe even have kids; a family. Every moment he lost in the old world was being given back to him.

Koji only saw this as a tragedy, though. Knowing he was helping Peter reverse all this; it only made this news hurt more. He wanted his family to stay and live their lives, but they couldn't. Of course, he was happy for his brother finding true love— A real, honest relationship. Only one problem; this wasn't real.

This world, he knew, was just an echo of the old one being held together with string and tape. Each second it exists is a second closer to doomsday. His family never wanted any of this, and now they're being forced to have happy lives without knowing what the cost of it was. This wasn't right. She betrayed their wishes from beyond the grave; she mutilated their souls for her own happiness.

It was too much; It was just too much.

"I'll be right back," Koji said before quickly getting up from his chair and rushing for the exit. Confused and concerned, Mayume followed him out.

"Hey," she called out as they stood just outside the restaurant, "Are you ok? What's wrong?"

She saw now he was crying, and looked as though he was about to puke. Her first thought was that he was sick or hurt. It didn't occur to her right away that something was wrong with him emotionally, "This is wrong," he choked on his tears, "This is so wrong."

"What is?"

"This! Our family being in there alive and well! I just-!" He held his head, trying to make sense of the flurry of thoughts rushing through his head in a way she could understand, "I'm so happy we have them back, I really am. I'm so happy that Daichi wants to marry his girlfriend. I'm so happy mom and dad have a good home with a good life and attend barbecues once a month, but it doesn't change the fact that they were dead!"

"Koji, I thought you were on board with this!" She argued, "I know the methods were questionable, no one knows that more than me! We have them back, now! Their deaths were erased!"

"No, they weren't! Because we remember! You think you can just snap your fingers and make it all go away but no matter what you do, there will always be an echo of the past! That isn't something you can just make vanish! I would do anything to make up for the things I did! But you- You'd rather cheat! You are not a god!"

"I'm the next best thing!" She shouted, uncaring of anyone who may have heard her and looked strangely at them. None of it mattered, she could just make it all go away, "I won! I beat the heroes and the villains! I saved you! I saved our family! I saved a thousand families! Why are you not grateful?!"

"Because _you're_ not!"

The silence of their tension settled in, and neither of them knew what to say. Of course, she knew what he meant. It was the same argument Peter made a thousand times. He thought she would never be satisfied with this world, and forever seek perfection. In a way, he was actually right. The world has a lot of cracks and corners that need foxing and smoothing. It'll take time to craft it perfectly into what she wanted. It wasn't an obsession; it was just the process.

"You think I'm addicted to the power," she accused.

"I didn't say that."

"You were thinking it!" She shouted, "You're just like Peter, thinking I don't deserve this power that I earned! I worked, I bled, I lost things I came to care about so that I could have what I wanted! Finally, I get what I want!"

"A true hero never gets the perfect life!" He argued, "There will always be conflict!"

"Then I guess I'm not a hero!"

The choice offered to her by All For One all that time ago. He suggested she was only pretending to be a hero, and that Lumina—the villain—was who she really was. She denied it for so long, until now. Now, she was done assuming titles meant anything.

If she was the villain, then so be it.

"I'm going back in there," she scoffed, "Once you get your head out of your ass, come join us."

She left him outside the restaurant alone, isolated like that dark, cold room. Even though he had everything back that he lost, even though he had everyone back, he had never felt more alone.

…

Peter slammed the hammer down on the golden piece of Uru, bending and molding its shape. The final bout was upon them, and he knew they needed to be ready for it. These pieces he collected were their only chance at fighting against her, reversing all she had done. He couldn't mess this up, not with everything on the line.

Finally, he molded the last piece into what he wanted; smooth pieces he could attach to fabric. He wasn't able to drill nails into them like he wanted; it was a wonder Otto was able to break off these pieces at all. Instead he equipped them into metal casings that could be attached instead. Some were meant for the chest, others for the knuckles or arms and legs. Different pieces for different parts of the body, like extra armor.

They were preparing for war, after all.

Momo knocked on the door of the room where he was working, separate from where the others were gathered, "Hey, neighbor," She joked, remembering when his seat in class was right next to her own, "How's it going?"

"All set," Peter showed her a piece of the Uru, "We'll attach it to some clothing for everyone, then we'll be ready to go."

"How's it going for you?" She clarified.

"…I'm scared," He admitted, "There is so much at stake here and I don't want to screw this up."

She approached where he worked and put a hand on his back. For as long as she's known him, he's always struggled with his confidence. Even now, after everything he's been through and all that he's learned, that was still true, "There's a new factor at play now, though," She reminded him, "Us. You aren't alone anymore, Peter. You have your friends, and we will always be ready to fight with you, no matter …what universe we're in."

"I'm actually surprised with you," He pointed out, "Mina I understand believing me because she's so cheery and accepting. Kyoka just has a deeper outlook on life. You, though, I expected more resistance to the idea."

"I was resistant, at first. I kept looking for any other explanation for why you might have been lying again."

"But? Please say but."

"But I have spent a long time thinking you were a liar. After what happened at the festival I …I couldn't live with my failure. I thought the only way to make up for it was to accept everything everyone told me without question, including everything about you. Now, though …I'm just tired of thinking you're a liar. I want to trust you again. Besides, Mina was right; this whole new world Aihara made is proof enough, right?"

It was strange, thought Peter. He spent so much time thinking that once his secret got out, everything would come to an end. He would instantly fail and everyone he loved would burn for his sins. Yet, each time someone found out his secret, they were understanding. They accepted him and who he really was despite any resistance to the idea. Perhaps he hid his secret out of paranoia; perhaps he should have trusted his loved ones after all.

"I've actually got a surprise for you," She cooed, "For everyone, in fact. You wanna see?"

He raised his eyebrow with a grin, unsure of what she could have put together in such a short time, "What is it?"

"Meet with the others and I'll bring it in."

Peter obeyed her strange request and left the room he worked in, joining the others in the living room of the abandoned apartment.

Everyone was still eating the food they brought, checking their phones for messages from their families. None of them had returned home since the incident at the school, including Peter. At this point, with the fight with Aihara so close, they decided their covers meant nothing. Their parents worry would vanish when they fixed everything, or rather, if they fixed everything. Still, seeing how worried they were for them broke their hearts, knowing they either had to ignore them or come up with excuses.

"How's everyone doing?" Peter asked.

Mina stuffed her face with a handful of french fries, swallowing them whole before speaking, "Having our pre-ass-kicking meal!"

"Parents have been calling, too," Kyoka added, "They're really worried about us."

Izuku was holding his phone tightly, resisting the urge to call his mother back. Even in this life, he knew how worried she could get about his well-being. Bakugou had been texting him too, wondering why he ditched the Arcade. Though he knew none of this would matter in the end, it still hurt to let them go on thinking he was in trouble. Technically speaking, he was.

"Gimme some of that, I'm starving," Peter sat down as Mina handed him a burger and a drink. Fast food wasn't the best thing to eat, but they'd be burning off the calories soon enough, "Aren't you guys …you know, scared?"

Mina stopped eating, gently resting her food on the napkin resting on her lap, "You'd have to be crazy not to be scared, Peter, but we've been training to be heroes. It's in our training to run toward the danger, not away from it. Besides, you'll take her on all by yourself if we don't help you. Yes, I'm really, really scared. I'm scared this fight is going to kill me. I'm more scared of what happens if we don't fight her. Heroes are supposed to make the sacrifices other can't."

It was well spoken, he thought, and surprising coming from her. She wasn't known in her class of being deep and wise. There was more to her mind than most people thought. Just because she didn't have the best grades doesn't mean she didn't have the qualities of a hero. She was just as strong as everyone else, the very thing she tried so hard to prove because she thought it wasn't true.

"Hey," Kyoka spoke up, "I wanna know more about your world. What's it like?"

"Ooo!" Mina exclaimed, her eyes lighting up with joy, "I wanna know too!"

Kendo took a seat by Peters side, positioning herself hip to hip with him as she leaned her body on his shoulder. He realized that he hadn't told either of them much about his world, either, at least not the specifics. To be this open about a secret kept close to his chest was a whole new feeling. In fact, just talking out in the open about anything related to his mask was something he never thought he'd have.

Now, he was grateful to have shoulders he could lean on.

"Where do I start?" He began, "Powers work …differently where I'm from; My powers aren't a quirk."

"Not a quirk?" Kyoka asked, "What are they, then?"

He went on to explain everything to them about himself and the world he hails from. How he got his abilities after being bitten by a spider, turning him toward a wrestling career. His uncle was shot and it motivated him to be a hero for New York. All the battles he had fought to keep people safe, connecting with them on an emotional level that most heroes choose to ignore. He talked about the Avengers, heroes he looked up to for years and used to dream of joining. He even explained the X-Men, and how he thought they were probably his worlds version of people with Quirks, just labelled differently. It came to a point where he got off track and started talking about all the little things.

"…And there's this amazing Pizza shop run by Mr. O'Hara," Peter explained, "He made a Pizza Meal in my name and I always order it anytime I'm there."

"That's really nice," Izuku complimented, "Though, I thought you said people didn't like you?"

"Some …" He clarified, "Some did like me. Those who didn't read the Daily Bugle, anyway."

Mina raised her hand, "How does a spider give you powers? I don't get that."

"Says the girl with pink acid-secreting skin," Peter joked, "The spider was genetically enhanced. It passed on some of its traits to me and my body adapted."

Kyoka leaned back and grinned, "Sounds like a bunch of science fiction mumbo jumbo to me."

Momo knocked on the side of the door again, standing at the entrance of the room with one hand behind her back. She had a hilarious grin on her face, staring at them all as though they were children playing in a sandbox, fighting over who gets the shovel next.

"Tell me you heard all that," Peter begged her, "I don't wanna explain it all again."

"I heard it," She said, "I just didn't say anything."

"Gasp, you sneak."

Momo took a step forward as though she was on a stage with every light pointed at her person. She was excited, but for what, no one knew. Something was swinging from her arm hidden behind her back. She took pride in whatever it may have been.

"I started thinking," Said Momo with a smile as bright as the stars, "This fight …it's going to be our toughest one yet. There's a lot at stake here. We may not …we may not come out of it, I know that. So, if we're gonna do this, we might as well look good while we do it!"

Revealed from behind her, she showed her arm carrying several outfits that hung over her muscles. Each of them recognized the outfits immediately, even the ones hidden underneath the rest. It was their hero costumes they wore during classes, complete with the appropriate masks and gear that game with it. Even her own hero costume was sitting at the bottom of them.

"Are those …our outfits?!" Mina exclaimed, jumping to her feet and rushing to grab her costume, "Where did you get these?"

"I made them," Momo blushed, "Why do you think I ordered so much for myself to eat? I turn my fat cells into non-living objects, so I went and made everyone's costumes and gear," She looked to Peter, "Including yours."

As everyone got up to observe their costumes, they found each of them were perfect replicas right down to the smallest detail. She even recreated the speakers of Kyokas legs that she often wore and used to harness her powers.

After the other costumes were removed, Peter found his to be all that remained. It wasn't his classic suit, however. Instead, he found it was the design of his nano-suit. The material was different though. Instead of nanites, it seemed to just be fabric with the gauntlets being made of some kind of metal.

"Is this …my nano suit?" He asked.

"Yes, is it not right?" She asked in worry.

"No! It's perfect, spot on actually, It's just that it's not my main suit. I usually wear my other one."

"Want me to make you a new one?"

"…No, this will be fine."

She sighed in relief, "Good. I didn't know how the material worked so I just made it out of fabric. I did leave in your kinetic gauntlets, assuming they work by absorbing and distributing kinetic energy."

"They do."

"I also made you new web shooters."

He gasped in excitement, looking into the suit to find new web shooters placed inside. They were like his old ones, only sleeker and colored red to blend in with the suit, "You miracle worker!"

"I also may have figured out the formula for your web fluid."

"…You figured it out?"

Momo blushed in embarrassment, "It was nothing, really. Actually, it was a lot tougher to decipher without a sample to study, but I managed."

Peter quickly enveloped her in a warm hug, repeatedly saying 'thank you' to her. Being without his web shooters for so long and so often was annoying considering they were one of his greatest and most iconic tools. She blushed harder but managed to hug him back. Her face of red came not from a place of romantic interest, but from gratefulness that he was her friend.

Quickly he let go and took a step back out of realization, "Before we do this," He said, "I need to make a quick stop somewhere."

"Where?" asked Izuku.

"…Home."

…

He knew that no matter what way this went tonight, he would eventually have to say goodbye.

With a heavy heart, Peter lonely approached the door to his house. It seemed so foreign looking at it now. The version of him in this reality had called this place home, and that seemed so normal. Now, 'normal' meant nothing to him, it hadn't for a very long time. No matter how badly he wanted to keep what he got, he had to get back what he lost. At least this way, it'll be easier to bare.

Hesitantly, he went inside.

His parents were sitting on the couch. Mary had dry tear stains on her cheeks. The poor woman had probably spent all day worrying for him after he said he'd be home late. Aunt May was comforting her as best she could while the men talked in the kitchen. At first, they didn't notice him and he considered walking out, pretending nothing happened. He couldn't though, because this needed to happen for the sake of his sanity.

"I'm home," Peter called out.

His mother quickly jumped to her feet upon seeing him and gasped, rushing over and hugging him tightly. May stayed back, not wanting to get in the way of the reunion. His father came rushing in with anger in his eyes as he always had, with Ben trailing behind him. "Where have you been?!" Richard scolded, "After what happened at the school your mother and I have been worried sick! You are grounded! No TV, no video games, no late-night reading! Do you have any idea what you've done?! You have no right to ghost us like that ever again! Do you understand?!"

His father kept trying to scold him but Peter felt none of it, no matter how angry he got. He just didn't have it in him to be scared anymore. In fact, his lack of a reaction left his father speechless as his mother backed up to give her son space. It was clear he had something to say.

"I love you," He said, tearing up, "I love both of you more than anything. You were always there for me even if you could be a little strict. Looking back, I realize that no matter what, you still loved me regardless, and I still loved you," he paused to take a deep breath, "I forgive you for getting on that plane. I forgive you for leaving me because I know you did it with heavy hearts. I miss you both so much."

Neither of them had any idea what he was talking about, but the sentiment reached them regardless, "Peter, what are you talking about?" asked Mary, "What plane?"

"Don't worry about it …" Peter gasped, "It might make sense eventually. I just needed to say it, that's all."

He moved past them to his Uncle Ben, who stood just as confused as the rest. There were more words to say than Peter had time for. His uncle influenced his life just as much as his parents, if not more. Spider-Man wouldn't exist without him.

He wouldn't be a hero without him.

"Uncle Ben … I love you so much," Peter cried harder now, "You sacrificed everything for me and I never got to say thank you. I wouldn't be the man I am today without you in my life. I wouldn't be the hero I am now without your words forever in the back of my mind. I want you to know …" He paused, taking a moment to calm himself down so he could speak, "I want you to know I've used my power responsibly, just like you taught me. I hope I've made you proud."

Without letting him respond, Peter hugged his Uncle tightly, knowing it would be the last time. The entire world stopped spinning for him, and it let the moment last forever. Everything he had become since getting his powers was because of this man. He owed everything to him. Every life saved, ever crisis stopped, it was all because of him. Finally, he could thank the true hero for his deeds.

"…I love you too, Peter," Ben said as he hugged him back, "Of course, I'm proud of you. I just don't know what you're talking about."

Peter let go and wiped his nose, keeping a smile on his face regardless of what he felt, "I know. I think I need to lie down, the crisis at school might be getting to me."

He carefully started going upstairs before his father called out to him. Peter expected another scolding, but instead, his father simply said, "We love you too, Peter."

Then, he broke.

Peter rushed right back down the stairs and hugged his parents tightly, avoiding using too much of his strength. He didn't care how confused he made them; he needed this more than anything. The hug was long overdue, as he never got the hug they promised him when they would have returned home. Even though this was goodbye, the hug made him feel as though it wasn't. He felt as though he was finally at peace, and that they would truly never leave him again.

"I love you …" Peters voice cracked as he cried harder, "I love you …"

Without any further words or outbursts, Peter left them in confusion as he moved upstairs to his room, locking the door tightly.

His hope was that they left him alone for the night, as he would not be there for them anymore. Peter had already opened the window of his room and went outside, finding his friends waiting for him on the side of the house with their costumes resting in their arms. He jumped down to them, immediately getting a comforting hug from Kendo. He didn't need to ask for it, but he most certainly needed it.

"You ok?" She asked.

"…I am now," He smiled, "We're running out of time. Suit up."

It took no time at all for each of them to get suited up, tying their masks around their heads or pulling them over like a hood. Once dressed, Peter equipped each of them with pieces of the Uru. Kyoka had hers attached to her jacket like jewelry. Mina, Momo and Itsuka stuck theirs to their belts. Izuku's pieces were placed just above his chest, positioned like a necklace.

Once Peter was dressed in his new suit, he stuck some of the pieces to his knuckles, using some pieces to replace the black of his lenses, and finally, covering his emblem in an identical shape.

"Peter," Izuku approached him, his mask draped over his head, "Are you sure you're ready for this?"

Peter pulled his mask over his head before holding his friend by the shoulders, "I have to be. That's what it means to be a hero; to fight the hard battles even if we think we aren't capable. We have to-"

"-Set a golden standard for the type of heroes we want to be," Deku smiled, "I know."

"And we do it together," He released his shoulders and turned his body to face his friends, "This is going to be the hardest fight of our lives. No matter what happens, we have each other's backs no matter what. I can't promise whether or not this will end well …not for any of us."

"We're here to fight with you," Kendo said, "Whatever you need us to do, we'll be there."

Seeing his friends standing there tall and proud gave him hope. Everything they've been through together has led them to this moment, to this fight. No matter how many times he asked them, they ensured they were ready. Perhaps the issue was himself; he was scared of losing them to the greedy grips of death, just as he had lost so many others before. Yet, as he looked upon them, confident and determined to fight, he knew he couldn't stop them from being who they are.

Heroes.

"Ok," Spider-Man nodded, "This ends tonight."

…

The night was now in full effect. Children slept soundly in their beds, adults were out and laughing. No one knew what was coming, and no one was prepared for it.

Spider-Man had brought his team back to the warehouse, entering in the same hole Mina had made earlier that day. Mayume didn't seem to have discovered their secret entrance, which gave them an advantage. Peter had explained the plan to them clearly and concisely, giving them each a job to perform in different scenarios. Knowing what Mayume was capable of, he knew a sneak attack would only end badly. He needed to get her guard down.

He needed to talk to his friend.

Mayume came back to the warehouse in a huff. She was still upset with Koji, who had chosen to head home with his family. She thought everything was ok with him; she couldn't understand why he reacted the way he did. Sure, the path to get here was questionable, but how could he argue with the results? The world was everything she wanted it to be now, yet he didn't appreciate it. What more did she have to do to earn his love in return?

She sat down in her chair and reached for the remote, turning it to the news channel she favored over the others for their global coverage. She waited patiently for any disaster or tragedy it may show to her, so she could make it all go away. Sometimes she'd be waiting hours until something popped up on both the Television and her phone. It was worth the wait, she thought, to keep the world perfect.

Unknown to her, she was not the only Inhabitant of the room. Hidden in the rafters and the catwalks above were young aspiring heroes looking down on her, awaiting orders from their leader who stuck to the ceiling with his adhesive ability. Momo insisted they ambush her, but Peter explained she would react too quickly with the gauntlet. The only way forward was to lower her guard another way; the best way he knew how.

It was time.

Spider-Man jumped down from the ceiling and landed on the floor with a thud, striking his signature pose briefly before standing straight for the interaction. Mayume heard his entrance clearly, whipping her head around to see where it came from. The last thing she expected was to see him there, dressed in his signature outfit.

"…Peter?" She questioned. How could he be here? Was this some kind of joke? She gave him the perfect life to live with his family, unaware of the world that came before. She gave him everything he ever wanted, so how was he here wearing that?

"Hey, Mayume," Spider-Man greeted.

She stood up from her chair, keeping her gauntlet ready for use at any time, "How are you here?"

"It's a long story."

"It shouldn't be. You shouldn't be Spider-Man anymore, I made sure of it. I removed your Quirk!"

If only she knew; if she did, though, she'd correct her mistake quickly. Best she didn't know for now, not until the gauntlet was away from her. "Yeah …you did exactly what you said you would do. You removed powers from the world. You stopped people from dying before their time."

"I'm assuming you aren't impressed."

"I want to be," He admitted, "I am grateful that you gave me my family back, and so many other families. But I'm still left with questions. For starters, why did you give me a perfect life? Why keep me in this world instead of sending me back home?"

She never thought she'd actually get to explain this because she never thought she'd speak with him again, "You had made so many friends that you came to love. You deserved to be with them, so I moved your life here."

"You changed mine and everyone's life without considering-"

"Don't you dare tell me I didn't consider the consequences! Don't you even dare, Parker! I'm so sick of your 'I know better' crap!" She lifted the gauntlet upwards, connecting her middle finger and thumb, "It doesn't matter, you won't remember any of this!"

He didn't flinch at the gesture. He didn't cower from her threat. He just stood there, back straight, and said "Some of my friends are gone."

She froze, reversing the gesture of her fingers and putting her arm down slowly, "What?"

"Shoto Todoroki, Tenya Iida, just a few names of people that no longer exist. Without quirks, these people had no reason to have even been born. You removed them from existence without even realizing it."

This was the first that Peters friends had heard of this. The idea that their classmates no longer existed in this world. They weren't even altered, just erased. Perhaps he wanted to spare them the pain of knowing their friends were gone, removed before they even had a chance to live.

Mayume, however, refused to even comprehend it.

"I …I can fix it!" She demanded, "I'll just snap my fingers and make them exist!"

"You'll just make it worse!" he argued, "Haven't you seen the storms out there? They're because of you!"

"What? No …No they aren't!" She denied, "I can fix them!"

"Mayume," Spider-Man calmed himself down, trying to appeal to what was left of her humanity, "Can we not just …talk?"

She didn't trust his kindness even for a second. What else could he have been here for but to stop her? He probably just wanted the gauntlet for himself. He's grown jealous of the power she earned and wants it all to himself. He can't have this power, it wasn't his! It belonged to her! Her alone!

Yet, a glimmer resonated within her. A spark of light that wanted to hear him out. The two sides of her fought with one another, leaving her in standby and at his verbal mercy.

"I'm sorry," Spider-Man said, "I'm sorry I ever treated you like a super-villain. I'm sorry I didn't immediately see the grey area. You were going through so much pain and wanted to remove it; of course, I know what that feels like. I know exactly how badly you wanted to make the pain and guilt stop. Had things gone differently for me, I would have been just like you," he stepped forward, "No one is beyond redemption. I'm not here to stop a villain; I'm here to save my friend."

"…Maybe I don't want to be saved," She retorted with growl, "Maybe I've accepted this is who I am. If I'm supposed to be the villain, then I'll be the villain," She lifted her arm back up, "Only a villain would go this far."

Her fingers snapped, sending a light wave of invisible energy at him. It was intended to erase him and send him back to his home as the version of Peter she crafted for him. Instead of vanishing, however, he remained unfazed by her gesture. She snapped again, but there was nothing. No matter what she did, Spider-Man stayed exactly where he was.

This couldn't be happening. She had the power to do whatever she wanted with a single thought. How could he have been defying this power she worked so hard to gain? "I don't understand! How is this possible?!"

"You can't erase the past forever," Spider-Man said, "Some things you just have to face."

She was in shock now; there was nothing she could do to make him go away. There was no way this was possible. She could do whatever she wanted. She could make anything happen and anything never happen. How dare he defy her right to the canvas of the universe. He had no right to steal away her paint and leave her with nothing!

"Now!" Spider-Man shouted.

From her left, a blur of green electricity zoomed toward her at blinding speed. He reached out his right hand for the gauntlet, focusing all his attention on the wrist. Before he was able to grab it, Mayume quickly moved aside and whipped the gauntlet against his chest and sent him crashing into the ground, halting his movement abruptly.

With Plan A busted, the others moved in for Plan B. Momo came in first from above with a metal bat she manifested, ready to bring it down on her until Mayume created a shield. Momos bat bounced off it and sent her falling onto her back. Mina came in next, sliding on her feet by releasing acid beneath her shoes. Mayume tried to snap her away as well, but found the action to be useless. Her guard was dropped just long enough for Mina to grab her by the wrists, fighting and struggling with her to grab the gauntlet.

"None of you should be here!" Mayume stated in a panic."

"Not everything works out!" Mina retorted.

She tried reaching for the gauntlet, but Mayume used her now free hand to blast her away with a beam of light. She would have fallen to her back had Momo not gotten up and caught her underneath her arms.

Kendo came swinging down on a rope tied to the rafters, reaching maximum velocity and tackling Mayume to the ground. She kept her arms pinned with her knees, using one free hand to keep the fingers of the gauntlet from coming together. She struggled to keep her down as she was bigger and stronger than her.

"You changed everyone's lives!" Kendo scolded, "You had no right to do that!"

"I had every right!"

Mayume released a wave of shadow from her body with a single flex of her muscles, shooting Kendo off of her and high into the air. Rather than fall onto her back, she flipped backwards and landed elegantly on her feet, letting her fists grow to a massive size. She came rushing with a flurry of punches before Mayume even had a chance to get up. Kendo managed to only get a few hits in before the stones were used to create a wall of concrete between them which she had accidentally hit, shaking her knuckles from the pain.

Bang! The sound of a cannon firing erupted through the large room. Before Mayume could react, she found the hand of the gauntlet was engulfed with some kind of strange goo, keeping her fingers open and stuck in place. She looked and saw the action had come from Momo, who stood beside a large cannon she created with her Quirk, breathing deeply from the effort.

Mina came charging in again, tossing a handful of acid at her. It stuck to her arm, burning through her clothing and stinging like blades to the skin. She lept into the air and brought her foot down and across her face, following up with a backhand strike to the same spot. She tried to go in for a third, but Mayume caught her hand and tossed her away with a single swing.

Both Spider-Man and Izuku came rushing in with synchronized speed and began throwing quick and powerful attacks at her. They traded blows one at a time, taking turns moving forward as they had done against Tombstone. Their speed kept Mayume off guard and unable to react in time to stop them.

Spider-Man stepped back and let Izuku come in for the blow, winding his right hand back, "Detroit…" he exclaimed, "Smash!"

He threw the punch powered by One for All. Mayume finally took the chance to react and lift the gauntlet upward, positioning it to catch his fist. The punch struck the pile of goo stuck to her, eradicating the material in a single strike. Izuku's face dropped in color for what he had done.

Before she was able to do anything, she was struck with a powerful wave of sound. He body became engulfed in the waves as Izuku stepped back from them. Her ears rang, coming close to bleeding as they stung with excruciating pain. Kyoka had been standing on the other side of the room, keeping her distance as she continued her assault of sound.

Mayume swiped her hand and broke the wave of sound, knocking Kyoka off balance, "Enough!" She shouted, releasing a wave of power from the stones that knocked everyone away. They landed on their backs and stomachs, wounded from the sudden blow they were unable to avoid. Kyoka was sent barreling back-first into the wall and falling to her chest, holding her head from the possible concussion.

"I don't know how you're doing this, but I don't care!" Mayume shouted, "I created this world! I can bend it just as easily!"

She slammed her hand into the ground, and everything began to shake. The walls came apart at the seams, cracking and breaking until all that remained was rubble and debris which went soaring into the sky. Parts of the building began swirling around the complex in a tornado shape. The wind grew stronger and stronger until even the floor began to pull apart. The heroes were unable to hang on any longer and began flying into the sky uncontrollably. The only one who remained stationary was Spider-Man as he watched his friends fly away.

"Hang on!" He shouted to them, using the wind to carry himself through the air. He jumped from one piece of rubble to another, keeping his momentum moving forward toward his friends. He shot a web to Izuku first, then Itsuka before sticking the line of web together. Holding onto it, he shot a web from his other wrist to Mina and Momo, connecting them together as well. Finally, he tagged Kyoka, sticking everyone's lifelines together and bringing them close to one another.

One final web shot aimed itself toward another building. Spidey tugged on it and pulled them out of the wind storm of rubble, launching them toward the busy streets and lights. Now out of the tornado, they began falling victim to gravity. He shot a widespread web and created a large net for them to land on, bouncing as they crashed into it; the web absorbing their kinetic energy.

"Everyone ok?!" Spider-Man asked in a panic, looking over his friend's physical health to ensure no one was critically injured, "Is anyone hurt?!"

Kyoka held her mouth and stomach, turning only somewhat green for a moment, "Might get sick, but otherwise fine …" she said weakly.

Just when they thought they could rest, what remained of the warehouse in the distance exploded into light. Mayume soared high above it with fierce power, staring them down with contagious anger.

"Oh God, we pissed her off," Mina whined.

Mayume came through the sky like a shooting star. Where they stood on the web was no place to hold a fight, especially not with someone like her. Kyoka found the web was bouncy like a trampoline. She quickly stood and built up her bounce, waiting until Mayume was close enough before jumping up a whole story and firing sound waves directly at her. The sound disrupted Mayume's focus and sent her barreling to the side, passing the web and crashing into the street below.

Mina made the next move, leaping off their safety web and diving down toward their enemy. With her fist drenched in acid, she brought her knuckles down on Mayume's face, burning them at the touch. Thankfully for her, she had reduced the intensity of her acid. She wasn't trying to kill her by burning down to the bone, but she was gonna make sure it still hurt.

"We trusted you to be a hero!" Mina scolded her, showing legitimate anger, something very out of character for her usual behavior, "We trusted you with our lives!"

"What did being a hero ever give me?!" Mayume shouted back, shooting a beam of light at her again, only this time she dodged it in time and slid backwards to get some distance.

Kendo came in from the side ready to strike her again until Mayume lifted the gauntlet and created a wall made from the street, blocking her. Three more walls surrounded her and prepared to close in until she back flipped and pushed off the wall with her hands, escaping their grasp before they crushed her. Once she landed, she was met with a light-strike that sent her to her back.

By now, she was entirely fed up with these children. No longer did she see them as heroes, but as annoyances standing in her way. The stones weren't working on them directly, but she could still influence the world. Lifting the gauntlet and clenching her fist, the time stone glowed radiantly, irradiating the air with its power.

Everything came to a stop; birds, cars, life itself set to pause. Only she and the young heroes remained unaffected by it. With her palm open, she twisted it sideways as the world began to move again, except this time in reverse. Cars began driving backwards, birds flapped in the opposite direction, and damage to the area repaired itself.

Kendo, still on the ground, looked up to see a car barreling backwards at her. She quickly rolled out of the way just in time to dodge it, only to see more traffic coming their way. The heroes were forced to evade the oncoming vehicles however they could. The most agile of them repeatedly jumped over the hoods, while others stuck to evasive maneuvers with their feet planted to the ground.

Spider-Man's senses couldn't warn him in time as a truck came his way, smacking him dead on and flinging him onto the sidewalk. His shoulder had taken the blunt of it, shielded by his reinforced bones and quick healing.

"I control this world, not you!" Mayume shouted, "I created this world! I painted the canvas! You have no right to take it away!"

Slamming her fist into the ground, reality began to bend. The ground beneath their feet rippled like water reacting to sound waves. Beginning from where she stood, cracks started enveloping not just in the street, but in the air itself. The cracks glowed a bright sky-blue as their energy escaped and scolded the streets with fire.

"What's she doing?!" Izuku shouted.

"She's tearing reality apart!" Spider-Man answered, "We have to stop her before it gets worse!"

Time came to a pause once again as parts of the street began pulling off the ground and floating into the air. Lifting high above them, the pieces started coming down like hail, aiming directly for the heroes. Only some were dodged, but their blinding speed ensured the rest struck them dead on, causing the heroes to bruise and bleed. One had managed to strike Spider-Man in the face, scraping the left lenses of his mask off. His eye was revealed underneath with blood dripping from his cheek.

Mina did her best to use her acid in eradicating the oncoming fire for Kendo, while Momo created a large shield to protect herself and Kyoka. Izuku worked solo to strike them away, making sure to maintain only 5% of his power.

"Kyoka!" Spidey shouted, "Clear a path!"

Kyoka quickly escaped the cover of Momos shield and plugged her earphone jacks into the speakers on her leg. The sonic waves released blasted through the falling debris and send it flying back.

Now, Spidey could see a clear path to Mayume, one she didn't notice had been created. He reacted quickly and began speeding down the path of least debris, dodging the cracks in reality as quickly as they formed. He didn't even care when he scrapped by some, burning his arm or leg. He was too focused on her, on stopping her.

He failed before; he couldn't do that again.

"Mayume!" He shouted, barely warning her before tackling her off the ground. Instinctively she used the space stone to try and teleport away, dragging Peter with her.

They reappeared in the sky high above the city, struggling with one another as they had when last they fought. Mayume still tried to use the stones power directly on him, but he remained unaffected by her efforts. He hung onto her with his adhesive abilities and struck her blow after blow wherever he could aim. Her face bruised and bled from his assault, but she felt none of it through the adrenaline.

"I warned you!" He scolded, crying through the mask and stinging his wounds, "I warned you of what you would become! Now look at you!"

"I know what I am!" She argued, "And I don't care! No one cares!"

"I do!"

She lifted her hand and created dark clouds with the reality stone. From those clouds, she summoned a bolt of lightning that aimed directly for him. His spider-sense kicked in and he jumped off Mayume just in time to see her dodge the bolt as well. Another bolt came barreling his way, but he twisted his body in time to avoid it. The storm clouds began dishing out a rain of lightning aimed directly at his body. He was a sitting duck in the air, so he shot a web at Mayume and pulled himself closer to her. Their struggle for dominance began again as they dodged the lightning strikes at the same time.

He tried to pull the gauntlet off of her, but she blinded him by engulfing her body in light, then kicked him in the stomach. Still, he remained attached to her and grabbed her by the head, kneeing her in the face and causing her nose to bleed.

A rouge bolt of lightning escaped his perception and finally struck him in the back, knocking him off of her and sending him barreling down toward the streets. The last time they were in this scenario, she had flown down to save him from certain death. Now, she refused the same professional courtesy. Not because he had his webs, but because she deemed it a waste of her time.

"Peter!"

Izuku activated full cowling and leapt from wall to wall, jumping into the air with a trail of lightning following behind him. He reached out for his friend, who reached back upon seeing him. Seeing him come toward him with such passion in his eyes, it reminded him of their first heroics class together.

"Combo!"

Their hands gripped one another as Izuku swung Peter in a circle, transferring his momentum to him. With one powerful swing, Izuku launched him back into the air toward Mayume, sending himself barreling back toward the ground with a gust of wind.

"I have one more chance!" Peter shouted, "I won't let you down, Izuku!"

She had no time to react and stop him as he came shooting at her like a bullet with his right fist pulled back. It had absorbed the kinetic energy from their fighting and built up inside, releasing a glowing blue energy as a result. Mayume attempted to block the attack with the gauntlet, but his dead-on strike released a powerful explosion of energy that knocked her out of the air, sending her falling toward the ground.

He dived after her, firing off a web that connected to her chest. He fired another web toward a building and swung them both to safety, maintaining control of their momentum as not to cause whiplash. Once that danger had passed, he grabbed the web connected to her and swung it, slamming her into the ground with extreme force.

The attack caused time to finally resume, letting cars and birds go about their day as the dust filled the air. The young heroes, battered and bleeding, slowly approached the crater created by her impact. The cracks in reality still remained, but stopped growing larger for the moment. Spidey swung down and landed on one knee, holding the parts of his body that hurt the most.

"You ok?" Kendo asked as she rushed to his side.

"Did …" he spoke out of breath, "Did I get her?"

His expectations were met with disappointment when the cloud of dust was quickly blown away. Mayume was standing at the center of the crater with the infinity gauntlet raised in anger. She was breathing very heavily, bruised and wounded from the battle. She was so blinded by rage, she forgot she could have just used the stones to heal herself. Part of her even at one point considered resetting reality again, but with how these kids remain unaffected, it would likely be pointless. Besides, the time for sensible actions has passed.

"Screw you …" she growled, "Screw all of you!"

From her body erupted a wave of shadow that engulfed the entire street. The shadows overtook each of the heroes into a void of black they couldn't escape. None of them could see, hear, or feel anything anymore, bring immense terror to their minds. Spider-Man's senses couldn't stop ringing from the constant danger around him.

He couldn't feel anything on the outside, but he felt everything on the inside. Each time she had struck him, he felt the pain travel through his body, but lost track of where he was and whether he was standing or not. From here, there was nothing that he could do. She could do anything she wanted to them and he would have no idea it was even happening.

That didn't mean it wasn't happening.

Wherever he was, he stopped moving and took a deep breath that he could barely feel. Despite the physical turmoil he was under, he was able to clear his mind of distractions. He focused his spider-sense on the environment and all that existed within it. To keep his mind clear, he focused on a single set of thoughts. Thoughts that made him happy, ones that made him feel like he could do anything.

He thought about Itsuka Kendo.

His body reacted to the spider-sense and dodged in a direction he couldn't comprehend. It didn't matter what was coming at him; he paid it little thought. He had surrendered his body to his mind and let it move by itself. His body moved again and again away from the danger chasing after him. The further away he got, the more he was suddenly able to feel again.

Now, he found himself soaring straight up into the air, jumping out of the boundaries of the shadows she had created. Mayume was flying after him with trails of shadows following them. Finally, able to see his enemy, he charged the kinetic gauntlets and slammed his fists down with a hammer strike, knocking her back down into the pool of shadows. The impact caused them to disperse instantly, freeing his friends from the influence. He landed back on the ground, breathing heavily from the ordeal.

"It's …not fair!" Mayume shouted, "I have all this power! I shouldn't be losing! I don't lose to anyone! Not anymore! How are you doing this?! Why are you doing this?! I gave you back everything you wanted! Your family! Your normal life! Why aren't you grateful?!"

At this point, he had just about enough.

"You think I should be grateful?!" He snapped, "Maybe I did have my family back, but at what cost? The person I became because of what you did—I hated him! He had none of the same morals and passions I do! He wasn't the type to step in and help when someone needed him! Our losses define us and mold us into better versions of ourselves, but only if we allow it! This world is not perfect! Its barely holding together and you can't see it! In the end, you'll only destroy it and everyone else! Is that what you want?!"

"I did this for my family!"

"You did this for _yourself!_ You were never selfless, you just convinced yourself you were! In reality, you did this because you were in pain! You didn't care if anyone else got their loved ones back! This was all for you and no one else! Everything else you did out of guilt!"

She refused to admit that was true. She had maintained that selfless desire through everything, hadn't she? She did this so no one would have to suffer the same as she had, not ever. She could make everything perfect. She made everything perfect! It was exactly the way she wanted it!

The way _she_ wanted it.

Waves of energy began dispersing from her entire body, making the crater she stood in larger and larger. The heroes stepped back in fear, not wanted to get caught in whatever she was doing. Her body glowed with every color of the stones, alternating like a wheel being spun. Every drop of power from the gauntlet was being poured directly into her body, "I'm going to fix everything!" She cried, "No matter who gets in the way!"

The wind picked up like a sudden hurricane, blowing away dust and broken pieces of the street. "Everyone, get clear!" Spider-Man shouted.

His friends began moving down the street to get out of the way, but Kendo stopped to see Peter wasn't moving from where he was, "Peter!" She shouted, "Come on!"

He didn't budge, he just stared Mayume down with a fire in his eyes, clenching his fists so tight that his palms began bleeding underneath the cloth. He couldn't run from this; he had already spent enough time running. This is where it needed to end, right here and now. No matter what it did to him, he couldn't let her continue on like this. Almost every bit of her humanity had been stripped away by that power. It was his responsibility to save her.

He pulled his right foot back, winding back his fist in sync. The kinetic gauntlet had turned on and prepared to receive. He had no idea if it could take that much power, but he had to try. If he didn't, then he wasn't sure how much damage that blast will do. Even if she reverts the damage, it was about more than that. It was about stopping her actions before they got out of hand.

It was about saving what was left of Overcast, the hero.

From the gauntlet, Mayume fired off a stream of raw unstable energy consisting of every color of the stones. The energy blast came barreling down the street, eradicating everything in its path in an instant. Spider-Man stepped forward and with one powerful swing he struck the beam of power.

The energy began absorbing into the gauntlets, heating them up quickly. He was not free of consequence, however, as the heat from the blast began affecting his body. His costume began to burn off, revealing his face in its entirety along with burning away half of the costumes torso. The emblem remained, along with anything else marked with the Uru. His body, however, was unprotected. The wounds he already had opened further, shedding more and more blood that dripped down his skin.

He couldn't stop it, but he didn't care. All he could think about was saving his friends, the people he had grown to love so dearly. Even if it meant his life, saving them was all that mattered.

"Peter!"

Izuku suddenly came up from behind him, grabbing Peters arms and helping him push forward. The heat of the blast immediately began affecting him too, tearing away at his skin and forcing his wounds open. "Izuku! What are you doing?!" Peter exclaimed, "Get out of here!"

"No!" he shouted, "I'm not leaving you!"

"Midoriya-!"

"You're my family!" He cried, holding his arms tighter, "I know you may not feel the same …but you're my family, Peter! You're my brother! And I will never leave my family behind! I will never let them fight alone! It's my power! And It's my responsibility!"

He had nothing to say in retort, Peter could only smile and cry, "You're my brother, too."

Izuku nodded with a smile, holding his ground and keeping his brother standing tall. Everything they had been through together came to mind; everything that brought them to this moment. Those nights spent studying and training, talking about their futures and sharing their passions. Peter became one of the few people that Izuku felt comfortable being his true self around. They were family now.

They were brothers.

Izukus power had now surpassed 5% as his body glowed brighter than ever before. They had begun putting all of their strength through their bodies for one final strike, reeling their opposite fists back in unison.

Deku clenched his fist, "Detroit …"

Spider-Man tightened his muscles, "New York …"

With a single step forward, they thrust their fists at the beam as they released all the power they had.

"Smash!"

"Excelsior!"

They struck the beam in sync, causing the tip of its form to implode on itself. A powerful wave caused the entire beam to disrupt and vanish instantly, throwing Mayume off her balance. Their momentum carried them forward faster than either of them had ever gone, with a trail of blue and green energy left behind them. Their fists collided with the gauntlet together, causing a powerful explosion to erupt from the point of impact. The light engulfed the entire street, leaving everyone blinded even after it had subsided.

All had gone quiet.

The wind slowly came to a halt as the dust flew through the air. Most of the young heroes kept their eyes closed to avoid getting dust in their eyes until everything had finally settled. The cracks in reality were creepily fading away. The series of constant noises and explosions finally came to an end as the eye of the storm surrounded them.

Kendo was the first to break the silence with her quick footsteps toward the crater, shouting the name of whom she loved. She found him just beyond the dust, laying on his side immobile. She rushed to him and turned his body over. His eyes were closed, but he was breathing; barely.

There was a small gash on his forehead that dripped blood down his face. Kendo wiped it away before it could reach his eyes, which carefully opened to see her beautiful face looking down at him. Tears dripped from her eyes, hitting his face and stinging a few of his wounds. Despite this, he couldn't help but smile.

"Did …" He coughed, "Did we get her?"

Kendo laughed, "Yeah …you got her."

Peter weakly pumped his fist into the air, dragging out a half-hearted 'yay' in victory.

Izuku was laying just a few yards away, awake but unable to get up on his own. Momo had rushed to his side and helped him sit up. He coughed from both the dust and bruising to his ribs. His right arm was broken from the overuse of his quirk, a feeling he knew all too well.

"Ow," Peter exclaimed, realizing the ordeal caused his left arm to break much as Izukus had, "I think my arm is broken …is this what it feels like, Izuku? Geez, I have some new found respect for you."

Just a short distance away from them, Mayume laid on the ground just as broken as her adversaries. Her left arm, which once held the infinity gauntlet, was utterly broken. Every bone and nerve inside the limb were shattered and destroyed, leaving only a corpse of its former self; a dead branch to a living tree. No matter how much she commanded it, the arm wouldn't move.

Just before her, lying in front of her face, was the Infinity Gauntlet. Its shape was still intact but the metal was burnt and smoking. She wanted to reach out for it but her arm once again refused to move. She was too far in shock to comprehend that her arm no longer responded to her orders. Still, she tried to push herself forward with her feet, dragging her body across the ground to get closer to it.

A hand reached down and took the gauntlet away before she could get to it. She looked up and found her brother standing there with a saddened look in his eyes; the gauntlet resting in his grasp.

"…Koji," She muttered weakly, "Give it …back," she tried to command him, and instinct told her to snap her fingers. She would have, if her fingers still worked.

"…It's over," He said sternly, "You lost, Mayume. It's time to give up."

"No …I can't!" She cried, her voice still weak and scratchy, "I can …I can make it perfect …"

"No, you can't," he knelt down and looked her in the eyes, "You can't decide everyone's lives for them. You can't keep defying death and expect no consequences. That's something I learned a long time ago. Look at yourself, sis. Look how far you went to preserve a world already on the brink of destruction."

She wanted to deny every one of his claims and call him crazy. None of this was her fault, right? She did what she thought was the right thing, even if everyone called her a villain for it. She got back everything she lost. She earned this. She deserved this!

Yet, as she looked up to the sky, she saw the storm clouds gathering. They weren't the ones she created in the battle; they had formed all on their own without even a drop of rain to accompany them. These storms had caused pain and death all over the world and she ignored their true origin. She ignored the truth; she had done this. She made a world of pain, a mess she would have spent eternity cleaning up.

Had she really made things worse?

Koji slowly walked over to Peter, who had only just gotten to his feet thanks to Kendo holding him up. Peter smiled at him, raising a brow slightly, "You could have helped instead of watching from afar, you know."

Koji scoffed, "Are you kidding? I don't have my quirk anymore. You didn't see that fight from the outside; I was genuinely terrified! Seriously, that was scary!"

Peter laughed despite the pain that it brought him, gently taking the gauntlet out of Koji's hands. This was the first time in a while he had actually held it. Months of blood and sweat and tears and finally, he had gotten it back. His mistake started when he rushed after Goblin without backup and now, he could be remedied. His long and tiring fight was worth it in the end, after all.

"What now?" Koji asked.

Peter had spent a very long time thinking about what he would do once he found the stones. Restoring the world to what it was before was step one as well as the top priority. After that, it was no question what he would do. Every time the Avengers recover the gauntlet, they store it where it can't be found. Yet, it always gets stolen again and used for evil. The stones only ever brought tragedy.

There was only one sensible thing to do.

"After we restore the world," Peter said, "I'm going to destroy the stones."

No one had anything to say. Was that even a possibility? The stones seemed like these all-powerful weapons that could do virtually anything; was it even possible to destroy something that strong? They didn't disagree with him, but they didn't know what exactly he was thinking of doing. "Is that even possible?" Asked Mina.

"I think so …" he explained, "If we use the stones to destroy the stones. These weapons have done nothing but cause pain and suffering for everyone. Thanos, Goblin, Mayume, everyone who uses them only hurt people more than they help. Its better if no one even has the option to use them."

"But …haven't they been around since the beginning of time?" Momo asked, "Wouldn't that be bad for the universe or something?"

He shook his head, "They're a byproduct of the universes creation. The universe will be just fine."

Mayume began to squirm and shout, scared that her power would be permanently taken away from her. She tried to push herself forward and stop them, but she was too weak to even use her quirks, "You can't!" She shouted as loud as she could, cracking her voice in the process, "You can't destroy them!"

"It's for the best, Mayume," Peter argued, "One day, you'll thank me for this."

"You don't understand!" She pushed herself to her knees, holding her body up with her one good arm, "I've had their power coursing through my body for weeks. I know what they are capable of. If you use the stones to destroy themselves, there's going to be a serious backlash. The resulting backlash will kill you. If you destroy the infinity stones, _they'll_ destroy _you."_

Most of them assumed she had been messing with them. She was desperate to get that power back, after all; she'd say anything to prevent them from doing it. Yet, Peter looked deep into her eyes and found beyond all the desperation, she was telling the truth. The stones power was too much to just be destroyed. The energy encased inside them would release in full upon destruction. Anyone in a meter radius would be eradicated instantly.

If he destroyed them, he would die.

"That's a bunch of crap!" Kyoka accused, "You just want your power back! Well, it's not gonna happen!"

He appreciated his friends defending him as they always had, but there was no point to it. It only made him feel worse, "She's telling the truth," Peter said with somber, "She's lied about a lot of things …but not this," even Peter was just as surprised. He hadn't considered what exactly would happen after destroying them. Hell, he had given little thought to destroying them at all. There was no other way to do it. Nothing else could destroy them.

"Peter," Kendo gripped his good arm, "You can't. You can't do this."

"He can't," Mayume argued, "His left arm is broken anyway. Besides, I doubt he'd want to leave his friends behind after just getting them back."

Though he hated to admit it, she was right. He had spent so much time thinking he didn't deserve to love. He thought he had to hide every part of himself from the world. These last few months changed his entire viewpoint. Now, he had new friends; he had new family. He had a girl he could confidently say that he loved. After gaining all of these wonderful things, there was no way he could leave them all behind.

And yet, there was still no other way.

Koji approached Mayume and knelt down, giving her a strong hug as he cried. No one knew where the action had come from, but no one had denied him it. Not even his sister spoke out in protest. She could never be angry about being close to her family after spending so long without them.

"…You helped bring me out of the darkness," He spoke softly, "Thank you."

He stood back up without letting her say anything, and walked back over to Peter. There was a tired look on his face, one of acceptance, yet also one of grief. Something was on his mind, something he needed to say yet he was scared to say it.

"…What's wrong, Koji?" Peter asked.

Koji wiped the last of his tears away, finally coming to accept it with a strong look of confidence, "You said only the stones can destroy the stones, right?"

"…Right?"

"And the user will die. We can't just make the gauntlet snap without a user?"

"That's right. There isn't any loophole …"

His spider-sense suddenly rang. He wanted to move but found he was too badly injured to do anything as Koji snatched the gauntlet out of his hands and pushed him to the ground. The impact made him immediately spit out blood, forcing Kendo to rush down to his side.

By the time he looked up, Koji had already placed the gauntlet over his left hand, watching as the power began pouring into his body. His eyes alternated in the stone's colors, yet he showed no physical reaction to their power. Whatever pain he was feeling, he just didn't care.

"Koji!" Peter shouted, trying to get back up but failing, "What are you doing?!"

A swipe of his arm created a force field around himself, completely isolating his body from both Mayume and the young heroes. He looked down to his sister and smiled warmly.

He wanted her to be the last thing he saw.

"Koji …?" Mayume said, "Koji! Wait! What are you doing?!"

Part of him asked that same question, but he knew the answer. He was making up for years of killing and torment. Perhaps there was someone else willing to sacrifice their life, but he couldn't allow that. Someone had to use the stones to do this; as Peter said, there was no loophole. The world needed to be restored; a price needed to be paid. This was his penance. This was his punishment.

He had accepted it with a smile, and finally, he answered "Being better."

 _Snap_


	53. All of this Beauty

The flash of light that engulfed them vanished as quickly as it came. The environment had suddenly changed as they were no longer in the middle of the street. It wasn't nighttime either; the sun was high in the sky, signaling the mid-afternoon. The sky was free of both the cracks in reality and the storms of lightning. The once looming threat of destruction was now completely removed.

Peter stood atop the roof of Mayume's apartment, still battered and bleeding from the battle that once was. He was disoriented from the light, slowly registering all that surrounded him. In a flurry of panic, his eyes darted down to the street below him and found the many Pro Heroes scattered on the ground, wounded from an attack that, to them, had just happened. Mt. Lady, Miruko and even Kamui Woods were there, holding onto consciousness with all they had.

Left standing on their feet down below was Kendo and Midoriya. Like him, they seem to have retained their physical states last given to them during the battle, with their outfits tattered and their bodies bruised and broken. Izuku was barely standing, with Kendo helping him up upon realizing where they were. He even saw the heroes of his own world left where Mayume had attacked them.

Mayume.

He looked behind him and found her on her knees, her left arm still destroyed beyond repair. She was crying but her body refused to show any physical turmoil from it. Her feelings leaked out through the tears but her body didn't recognize them. She hadn't even realized where she was now, nor did she care. Her mind was on one thing and one thing only, and it broke what was left of her heart.

The symbol of peace recovered from the attack and jumped back up to the roof in a single bound, landing with his fists on his hips and ready to fight, "I am here!" he exclaimed, fully prepared for anything the enemy may throw at her. Yet, instead of a fight, he found its aftermath. Both the hero and villain broken down to the brink of collapsing with blood scattered over their bodies. What had happened in the short time he was recovering? Why was Peter wearing a different costume?

"Young Parker," All Might addressed, "Are you alright?"

Peter had nothing he could say. The very fact that All Might was standing here as though nothing happened meant only one thing; the world was restored to the very moment Mayume snapped her fingers. Everyone had been brought back to who they were before. Yet, Peter still wore the imitation of his nano-suit, which meant he and his friends remain unchanged by the second snap.

Koji's snap.

It finally hit him, though not as hard as it was hitting Mayume. Koji hadn't even hesitated to take the gauntlet from him. He must have known that if he didn't take it then, he may not have gotten his hands on it later. Every horrible thing he had ever done; he truly thought he could undo it all by making the ultimate sacrifice for him. He didn't know the man well, but _she_ did.

Mayume was still too far into shock to register the world around her. It didn't happen, she thought; It didn't happen at all. It wasn't a matter of not accepting it, not to her. It just didn't happen in any shape or form. It was all going to be just fine. One snap and it would all go back to normal as it always did. She tried to snap her fingers, but her arm was unresponsive. It was ok, though; she could fix that too. She could fix everything.

"It …It's fine," she muttered, "I can fix it …I can fix everything."

Peter slowly approached her with a limp, but she held no visible response to his presence as her dead arm twitched. She thought she was snapping her fingers, but she wasn't. She couldn't even register that her fingers weren't working anymore. He knelt down and got on his knees, gently pushing on her shoulder to get her attention. All he got from her was the same phrase "I can fix it" over and over again quietly under her breath.

He began wrapping her into a hug using only his good arm and only now did she finally recognize the world beyond her mind. "No," She told him plainly, "I can fix it." He ignored her, pulling her into a gentle but firm embrace and rubbing the back of her head. She struggled violently trying to fight him off, chanting louder "I can fix it!" until her voice cracked. She kicked and hit him but he remained still, only flinching when she would strike his broken arm.

Finally, she began to break down. Her struggle reduced as her body collapsed into his grip, tears falling onto his body and staining his blood. "I can't fix it," She cried, "I can't …I can't fix it!"

Finally, she completely fell limp, laying her body against him with her head resting on his shoulder. As much as she denied it, the truth remained in place.

Koji Aihara was gone.

 **Spider-Man: Hero Academia**

 **Chapter 53**

 **All of this Beauty**

Peter spun a web and gently lowered himself and Mayume to the ground. It was difficult considering his injuries, but he managed none the less. The other Pro Heroes backed up upon his landing, though the police officers kept their guns up and aimed despite the fact that Mayume was now completely defenseless. She had moved on from crying to complete silence from shock.

Kendo carefully put Izuku down before rushing over to Peter and gently hugging him as to avoid causing further pain. She—as well as Izuku—was also in her hero costume, covered in bruises and cuts from the battle, "Are you ok?!" She desperately asked, "Did …did we do it?"

Peter didn't immediately answer her as he was too caught up in the warmth of her hug. The irritating pain coursing through his body became that much bearable with her arms wrapped around him. Her arms were like a safety blanket, keeping him calm from the shock of all that happened. As the adrenaline was wearing off, he found he no longer had the energy to very much move, let alone fight.

"Yeah …we did it," Peter finally said, "It's over …"

At that very moment, Peter collapsed into her arms, holding onto consciousness as best as he could. She let him sit down, resting his head on her shoulders as she caressed his hair. He had been through so much in such a short time. He single-handedly gathered all his friends together and led the charge with all the cards on the table. After all of that, it was no wonder his body finally gave up.

"All Might …" Peter muttered, drawing the symbol of peace closer to him, "Find Jiro, Yaoyorozu and Ashido. They'll need medical attention too …"

All Might, knowing all the strange things that happen with this boy, didn't question why these three would need aid when they weren't even here. By now, he trusted that Peter wouldn't lead him astray. Knowing the time, the three of them were probably walking home right about now, or rode aboard the train. He wanted to stay and look after Midoriya, seeing that he too had suffered severe injuries all of a sudden, but he knew where his responsibilities lied.

"I'll find them," All Might nodded before taking off with a gust of wind high into the air.

After All Might had taken off, the police moved in to make the arrest. One Pro, however, stood in their way with one hand out to stop them. Miruko, standing tall and full of sorrow, shook her head, "I got it," She said. This was something she felt she needed to do, even if it hurt too much.

She knelt down behind Mayume and picked her up in a cradle, keeping her head aloft and being careful not to move her dead arm too much. The broken woman barely paid any mind to the Pro hero picking her up as the shock was hitting her too hard to care; not even the face of her friend was bringing her back. "…I'm sorry, Aihara," she said with a heavy heart, "For everything."

There was no verbal forgiveness, but the comfort she took laying in her arms seemed to convey the message. There was so much she wanted to say about how sorry she was that she wasn't there for her, but now just wasn't the time for such sentiment. From now on, they'd have to catch up from different sides of the glass.

As Miruko carried her to the police car, Peter looked over and tried to reach out for her despite the distance. He knew what she was going through with losing her family, maybe more than most. He wanted to be there for her despite everything she had done. It didn't matter to him how much they had fought because he knew it wasn't a case of 'turning evil'. There was always good in her, misdirected by guilt and pain. He wanted to help her direct it in the right direction again; he wanted to save her.

Unfortunately, there was nothing he could do as he passed out in Kendo's grasp.

…

All he remembered were scattered fragments of memory. Lights passing by him like going through a tunnel in a big city. There were voices and people in white with their hands all over him. He tried to remain awake each time his mind surfaced but was quickly pulled back down by his own exhaustion. The harder he fought to keep his eyes open, the weaker he felt. Eventually, he finally slept for what remained of that trip through the halls.

Peter awoke sometime later when the sun was setting. A yellow and orange light peered through the windows, aiming just under his eyes and getting lower with each set of minutes. The ceiling lights in the room wasn't on yet, thankfully, as it was the pure white light he hated so much. His body was under a set of covers, firmly tucking him in and keeping him in the bed. The light from the window illuminated the covers, exposing their unique design you'd only see in a hospital.

Hypothesis: He was in a hospital.

His first thought was his arm. It wasn't being held up in any way, nor was it banded or stitched. At first, he thought it was because this was a horrible hospital, until he realized his arm was no longer broken. The intense bruising and broken bones were now healed. There were still some remaining wounds that were healing, but the most intense injuries had been repaired as if my magic. He only knew one person who could do something like that.

"Good evening, Mr. Parker."

He looked to his right and found Recovery Girl—The school nurse at U.A—sitting in a tall chair next to the bed. This definitely was the public hospital, so he didn't know what she was doing here. Obviously, it was to heal him, but why?

"How are you feeling?" She asked him.

"Tired," He answered softly, his voice worn out as well as the rest of his body, "I'm _so_ tired."

"That's what my power does to you. It uses your stamina up to heal your body. I swear, when I saw your broken arm, I thought you were adopting that Midoriya boy's habits."

He chuckled lightly, holding it back in case it caused him any pain.

"You've had quite the eventful day," She stated.

"You have absolutely no idea," He sat up, keeping his pillow positioned on his back, "Did they find my friends? Ashido? Jiro? Yaoyorozu?"

She nodded, "They were found heading home dressed in their hero costumes and covered in bruises. Care to explain why?"

"You wouldn't believe me if I told you."

"Try me."

At this point, just for this one moment, he was done. He was done protecting this secret. Months of covering his tracks and hiding the truth had only gotten him into more trouble than if he was just honest from the start. Each time someone discovered the truth, it never went as he expected it to. Even if she didn't believe him—even if she thought he was crazy, he just didn't care anymore.

He began to explain everything as his mind let him rant for what felt like forever. He explained coming to this world along with the whole concept of the multiverse, the villains who followed him, the stones, the reason he went on the run, and the reality Mayume created and what he had to do to stop her. He left no detail out of his story; he just couldn't anymore.

"I see," She rubbed her chin, "My, my, you've been through more than any child should go through."

"You believe me?"

"I'm old," She stated plainly, " _Nothing_ surprises me anymore."

He smiled warmly with his eyelids drooping, "Thank you."

"Get some rest," She smiled back, hoping down from her chair, "Don't worry about your friends; they're fine. Get some sleep."

As she left the room and shut the door, he felt himself drift back off into slumber, pulling the covers over his body and embracing the warmth of the bed.

He had a dream of this world, this city, and everyone in it. His friends were waiting for him at the entrance of the school, waving with bright smiles on their faces. Kendo stood in front of them all with a blush on her cheeks. He couldn't help but smile back, feeling his heart skip at the sight of not only her, but _everyone_. He was hesitant, fear overtaking his choice, until a hand touched his shoulder from behind. It was his Uncle and his parents smiling down on him, pushing him forward toward them. One push was all he needed to run, leaping into Kendo's arms as they all embraced him into a group hug.

"Peter?"

A voice stole him away from the world of slumber and dragged him back into reality. The light from outside was dimmer now, no longer touching the bed. It must have been at least a few hours since Recovery Girls visit. It wasn't her that came to see him this time, however. Standing tall before the bed was Tony Stark, dressed in a casual tux that he was famous for wearing under the armor. Peter had to blink his eyes to relieve them of the gunk that had built up so he could see him properly.

"Tony," He greeted his mentor, "What are you doing here?"

"Visiting sick kids in the hospital," He joked, referencing back to their last, more emotional conversation, "How're you feeling?"

"Like I got hit by three buses, and considering that's happened before is really saying something."

"Care to explain why you were wearing a different costume? I blinked and suddenly you look like-"

"Like I just got out of a bigger fight? Mayume changed the world, we fought, then changed it back. It's uh …actually been a few weeks for me."

Tony exhaled as he leans on the bed, taking in every spec of the information, "That's rough, kid."

"Doesn't even _phase_ you," Peter joked, "You Avengers and your time travelling, universe ending shenanigans."

They laughed together as the room became dim. This was one of the few moments in the last few weeks that Peter felt a sense of calm, cutting out the time in Mayume's fabricated world. He didn't have to look over his shoulder or run from police and Pro's. He didn't need to struggle against a super-villain and recover any more stones.

Then he remembered; the _stones_.

Koji wasn't there with them when they returned to the real world. That could only mean he made the ultimate sacrifice; he destroyed the stones. He could have waited until they found another way, but they knew there wasn't. If Koji hadn't done it then, Peter would have just done it himself later. He was saving his life as well as making up for all the horrible things he's done. It all happened so fast, and he couldn't stop him. He couldn't even say a proper goodbye.

"What's on your mind, kid?" Tony asked.

"…The stones are gone."

"What?"

"Koji—The guy we met at the warehouse—He destroyed the stones after restoring the world. They're gone."

Now, Tony felt the need to really process what he said. Other worlds being created was fine, but this was something completely different, "He destroyed them? Why would he do that?"

"Because _I_ was going to," He clarified, "I thought …I thought the world—the multiverse—was better off without the Infinity Stones in it. Can you honestly tell me that any time you've dealt with them that _good_ things have happened?"

He thought about this for a moment and found the kid to be right. Tony had been dealing with the stones for years now as they fell into the wrong hands over and over again. The only time they were ever used for good was to undo anything bad that was already done. They had them locked up specifically so no one would use them. Looking at it from that perspective, he understood why it had to be done, "But what happened to Koji? He wasn't with us after the fact?"

The kids silence was answer enough for the man of iron. Perhaps he had paid the price for destroying something so powerful. The byproduct of the universe's creation destroyed with a single snap; of course, there would be consequences.

"I'm sorry, Peter," he sympathized, "Was there any other way?"

"No …Only the stones can destroy the stones, and it has to be by a user of them. No matter how you paint it, someone would have died. Koji just …cut to the chase."

Peter wanted to feel what he always felt in times like this; guilt. Guilt that he didn't do it himself. Guilt that he allowed Koji to get away with something like this and end his life just as he was getting It back. While he did feel that way, there was something else to balance it out—Thankfulness. Koji did this because he wanted Peter to be happy; he knew that Peter wanted to continue loving his friends and enjoying a new life of happiness he worked so hard to earn.

He sacrificed his life so Peter could live his own. For that, he would be forever grateful.

"You're a good man, Pete," Tony said, "You need to know that."

"Tony-"

"I mean it," he reiterated sternly, "You've fought this battle on your own from the start. You made tough choices in a tough situation that no one could have prepared for. Back when Goblin stole the quinjet, I took you along because I wanted you to prove you could be just as big a hero as the Avengers. I wanted you to be one of _us_ someday."

Peter breathed deep and waited for Tony to joke, but he didn't, "You mean it?"

"Of course, I do. I realize now, though, that you're already at that level. You have been for some time, and I let your age blind me to that fact. The way you help out even the smallest person is—I'll admit it—inspiring. As far as I'm concerned, you're already a Pro Hero."

To hear something like this from the man he admired for so many years was tear jerking. He'd be crying right now if he wasn't too tired to do so. He had already cried enough lately; his poor eyes needed a break. "Thanks, Tony."

There wasn't much more for Tony to say to him. He simply patted his shoulder and left with a smile on his goatee. The boy was left alone again, only now he couldn't sleep. As the moon climbed the sky and left the sun to rest under the shadows, his thoughts traveled to only one person he couldn't shake away.

He didn't care if anyone tried to stop him as he got out of bed and keeping his hospital gown wrapped around him. Though his wounds were well on their way to being fully healed, he was still sore from the experience. He opened the door of his room carefully and checked both ways for anyone coming. When there was no one, he quickly started sprinting down the halls checking each numbered door. A few doctors noticed him but he was gone faster than they could catch.

Finally, he reached the sixth floor, finding room 616 exactly where he expected it to be. Her name was still plastered to the door. Thank goodness, they haven't moved her, yet. Searching the hospital a second time in his current state would have been a pain. He had to see her; after everything that happened, he just needed to see her face again.

Gently, he opened the door and closed it behind him so no one would see. His Aunt was breathing soundly, but roughly. Her breathing was weak and frail as she was. Her heart was still under too much stress despite being inactive for some time. As far as she knows, it's only been a day since he last saw her. Despite this, she looked worse than before. Her skin was paler and her heart monitor beeped slowly.

He pulled up a chair and sat by her side, holding her frail hand in his own. There was an endless silence in the room, even with the monitor going as it was. Her condition was quickly getting worse. The diagnosis is dilated cardiomyopathy; Her heart can't pump blood well anymore because the left ventricle is too big, growing weaker by the hour. Something had happened to trigger a reaction and accelerate the process, probably a stressful situation, which could have been anything considering all that's happened with her.

He couldn't help but blame himself.

"…You're here."

Peter looked back up and saw his Aunt looking at him, surprised to see him here. When last she saw him, he was running away from the authorities.

"Are you ok? What happened?" She asked, seeing he was wearing the traditional hospital gown.

"I'm ok, May. I worked things out with the heroes. I just …got into a fight."

"Did you win?"

"…Yeah, but I had some help."

She smiled, "Nothing wrong with that."

"Well, my fan club may disagree."

He didn't laugh awkwardly as he normally did to defuse a tense situation. He knew they had to finish a very serious conversation whether he wanted to or not. For all he knew, this could have been his last chance.

"You know I love you, right May?" He asked.

"Of course, I do," She nodded, "I love you more than anything, sweetheart."

It was easy to see what was on his mind, yet it was different than this morning. When she saw him earlier, he was filled with so much guilt and shame for everything that's happened. That guilt is still there, only now there is something else alongside it; Hope. Hope for what, she couldn't be sure, but it was something she hadn't seen for a long time.

"You look stronger," May sounded relieved, "You're going to be ok, after all."

"What do you mean?"

"I was very worried that when I was gone, you'd be so broken that you wouldn't know what to do with yourself. Now … now I see a light inside you again," She began to tear up, as though she had planned these next words out a hundred different times and they still weren't easy, "You have made me so proud to be your aunt, to have raised you as my own. You helped me through so much that there aren't enough words in the world to express how grateful I am. You have made me so proud and so happy, and I love you so much."

He realized what she was doing; she was saying goodbye.

"May," he started, his tired eyes finally tearing up as well, "I don't …I'm not ready, yet!"

"You are," She argued, "You have all your friends, people you love. I can see it in your eyes, Peter. You're going to be just fine without me. You're ready to do this all on your own."

In so many ways, he wanted to argue with her and tell her she was going to be fine. She was going to get out of this bed and stand tall on her feet again as though nothing had even happened. Of course, he didn't believe that any more than she did, and he was tired of fighting it. He was tired of denying the truth more than he already has.

She was going to take her last breath under the covers of this bed.

"Remember what Ben told us?" May asked, "He would always be with us, even in death. I will do the same for you, always. I just need you to go on and live your life, because mine was extraordinary thanks to you. You have given me some of my best years, sweetheart. Promise me you won't let this change who you are; promise me you will always be a hero."

"…I promise, May," He gripped her hand tightly, "I promise …"

As they sat there in the silence of the night, counting the beats of the monitor like a rhythm, Peter began singing their song one final time.

" _Leaves turn brown, and snow falls white._

 _Grass grows green, and the sun shines light._

 _Close your eyes and see. All of this beauty,_

 _It comes from you."_

Peter gripped her hand tighter as his tears stained the blanket.

" _Hair turns grey, and skin turns pale._

 _Seeds grow, and they turn to trees._

 _I see you grow every day._

 _You change. It's strange."_

As the final verse seemed to roll in, May allowed herself to join in an sing in harmony with what little she had left of her voice.

 _"Leaves turn brown, and snow falls white._

 _Grass grows green, and the sun shines light._

 _Close your eyes and see. All of this beauty,_

 _It comes from you."_

" _Close your eyes and see …"_ He sang alone, " _All of this beauty …it comes …from …you."_

The night was spent in silence as they stayed together. There was a smile on her face as her body began to relax. She decided that her eyes had seen all they needed to in this life, and she wanted the last thing she saw to be her nephew, singing with her as the moon shined down on them. Her breathing was slow, taking in every molecule of air and enjoying it for all that it was. Her twitching fingers came to a halt as her nerves finally calmed. Her fear had subsided, and finally, she was at peace. She knew everything would be ok; It was ok for her to stop fighting and let go.

For a moment, she felt a warmth and light, strange, yet familiar. In the light, a man was calling out to her. He was a man she knew; a man she loved. He smiled at her with the same smile that made her fall in love with him, holding out his hand for her.

"I've been waiting," Said Ben.

She took his hand, and the monitor went silent.

…

A week had gone by since her passing. Though her body was returned to her own world, Peter chose to stay behind for a while as her funeral was being set up, staying with Inko and Izuku as he had for some time already. He needed the time to heal, and that would be impossible back home with everyone asking where he's been. Most hours of the day he spent in his room, but he was never alone. When his uncle had died, he spent hours by himself. This time, however, he refused solitude for any longer than half an hour. His friends came over often to ensure that wish was granted.

Out of everyone, Kendo had spent the most time with him other than Izuku. Without any villains to fight, they wanted the time to just be together.

The six of them sat in Izukus living room. Peter placed himself on the couch, snuggling closely with Itsuka as a blanket was wrapped around them. Izuku sat on the other side of the couch with his knees close to his chest. He, too, was mourning the loss of May as he had come to accept her into the family just like he did Peter. She became like a second mother, or more accurately, an aunt.

Kyoka, Mina and Momo joined them on the couch as well, but left enough space for Kendo and Peter to stay close. None of them knew May as well as he or Izuku, but that didn't mean they weren't going to feel sad. They were just grateful he didn't want to be alone during this difficult time in his life. They were all dressed in their pajamas, as they had stayed over the night before to comfort Peter.

"…There's this …memory," Peter finally spoke after over an hour of silence, "When I was little, not long after my parents died, I left my room late in the night and sat in the living room with the lights off. May had woken up and found me there watching cartoons. Letting my mind escape became the only way I could cope, until she sat with me for the rest of the night watching those stupid cartoons," He sniffled, "This …this reminds me of that."

They wanted to say something to add to his words, but nothing seemed appropriate. The poor boy had been in a slump for a week as they waited for the funeral happening later today. He needed something to make him feel better. He needed happiness.

"Peter …" Kyoka suddenly spoke up, "Listen, um …there's this dance happening over the weekend, at the school. We were talking and …we think you should come with us."

Peter looked up at her, wiping his cheeks with the blanket, "A dance?"

"Yeah …you need something, you know? Something …nice."

Peter first looked to Kendo and received a nod of agreement. Admittedly, it did sound nice; something to get his mind off of everything. More than that, it would prove he was strong enough to go on. Part of him believed however that if he did, he'd be dishonoring his aunts memory by trying to move on too quickly.

Except that's exactly what she wanted.

She wanted him to be happy and to live his life with his friends. She let go of this world because she was confident he could thrive without her. Allowing himself to be happy even now is what would honor her, not sulking under the covers forever.

"You know what," Peter spoke, "That …that sounds really nice."

The knock on the door reached the bottom of his heart. He stood from the couch and took the time to wrap his half of the blanket around Kendo before heading to the door.

Doctor Strange was there to greet him at the door. The Eye of Agamotto has been returned to him, a symbol of restoration, "It's time," He said.

He had left with his friends soon after getting dressed into something more formal, meeting together in the park of Musutafu. Strange told them to wait by the pond for a few minutes while he took care of something quickly. Peter said it was ok, but in truth, he just wanted to get this over with. Putting it off any longer was heartbreaking.

Peter knelt down and looked into the pond with Kendo kneeling at his side, "This is where I came," He said, "When I remembered who I was in the other world."

"Why here?" She asked.

"I thought about you. Everything that you said to me. You brought me to a place that meant so much to you and everything just …clicked."

She rubbed his back, comforting them as they stared into their reflections they could finally recognize again.

"I've spent a really long time wondering which one that I was," he continued, "The mask, or the glasses."

"And now?"

Before he could answer her, he heard the sparks of Doctor Strange's circular portal opening behind him. He wasn't sure what he was expecting to see, but it wasn't this.

Strange walked through first with a group being led behind him. He didn't immediately recognize some of them out of their school clothes, but he identified them as the members of class 1-A, including those who had vanished in the other world. All of the other 16 students outside his immediate team of friends were there now, dressed in formal wear fit for the funeral.

"Wait …what are you guys doing here?" Peter asked as he stood up.

"We wanted to come," Tokoyami stepped forward, his bird-like head restored along with his personality, "We thought you'd appreciate the support, so we all decided to join you at the funeral."

Peter looked between all the faces joined by the hip, "All of you?" He questioned, looking specifically at Bakugou, who had been restored to his spiky haired, hot headed self, " _All_ of you?"

Bakugou wanted to swear him off, but considering the subject matter, even he found that to be insensitive. Instead, he just scoffed and turned his head away. It was about as close to a sign of affection as he was going to get.

"You're our friend," Said Tsu, a quick ribbit in between her words, "Even though people told us you were a villain, a lot of us didn't give up on you."

"Some of us were …stubborn," Said Mezo, "But after what you did to stop Overcast …we realized you really are a hero, after all."

Peter smiled warmly as he looked at the sea of friends standing there for him. None of them knew they were going to another universe, but that was ok. It reminded him so much of when they defended him at the sports festival. Even with their doubts, they were always there whenever he needed them; a true family.

In the back behind them, he noticed two extra members of the group Strange brought. One he knew as Inko, who likely came here from work. The other was hiding in the back behind everyone else, wearing a nice black dress over her body. He noticed her by her pink hair spun into noodle shapes. She hadn't said anything yet, which was surprising considering her usual personality. She probably wasn't going to speak up until after the funeral was over.

Either way, he appreciated Mei being here.

"Shall we?" Asked Strange as he opened a portal large enough for the entire group. They began to funnel in without question, unknown to the true distance they were travelling. Kendo stood there aghast, knowing the full extent of what was on the other side.

Peter took her hand and smiled, "You ready?"

"Who's ever ready?" She joked, "But …yeah."

Remaining connected, they slowly stepped through the portal and let the fresh air of another world envelope her body. The air did feel different somehow; not unfamiliar, just different. It was as though for a moment; she could feel the new atoms and particles attack her body as they grow familiar with her skin. They appeared in the graveyard of New York and she could see all the buildings in the distance. Somehow, she expected everything to look different from her world's counterpart of this city. Yet, the sun felt the same in all its warmth.

"Like it?" he asked.

"I do."

The funeral was already set up and waiting for everyone as they gathered around. Peter at first worried about others noticing the odd appearance of some of his friends, but decided that he just didn't care. Odd looking people wasn't uncommon with mutants or inhuman's in the world. Anyone who asked about them, Peter brushed the question aside and said not to worry. Some people who knew May personally had arrived as well to mourn for her.

Including Harry Osborn.

His childhood friend and the son of his greatest enemy stood on the other side of the crowd, refusing to make eye contact. He couldn't blame him for that after disappearing suddenly. The excuse to everyone was that he was tending to his dying aunt, and cut off all communications because of it. It wasn't the greatest excuse, but it was believable enough for most to stop asking. Even then, that didn't mean some still weren't upset he never called.

Her casket hung above the hole in the ground and waited to be lowered in. A speaker had given a speech to the crowd about Mays life, pointing out all the greatest hits as though it was a song album. When they finished, Peter was asked to say a few words as he was her only surviving relative.

"…May Parker might have been my aunt, but she acted more like a mother," Peter began, "After my parents died, she and Ben took me in as their own. They gave me everything I needed without ever letting me become spoiled. That's why in her last few months of life, I wanted to dedicate all my time to her," He reinforced his excuse, "She hung onto life for as long as she could for me, until she thought I was finally ready to live my life without her."

He paused, taking a second to collect his thoughts before continuing, "She was the kindest, most noble and honest person anyone would ever meet. She always helped whoever she could and truly believed sharing compassion would spread it around the world. Her and my Uncle shaped my pain into something new, something that made me into the man I am today; the man I hope they are both proud of."

Peter fiddled with his fingers as he looked over the crowd. Seeing the faces of his friends by his side gave him comfort and hope; Everything May wanted him to have.

"May wouldn't want me sulking," he continued, "She wouldn't want any of us sulking. She let go of this world because she wanted me to live in happiness. To honor her, I'm going to live my life as best I can with all the people I've come to love. She was my light for so many years, but now the torch has been passed to my friends, to the people I've come to call family. To May, everyone was family."

After his words were spoken, he stood by Kendo as she held him, watching them lower the casket into the grave. Once inside, Peter was given a shovel and guided to a pile of dirt. He wasn't meant to dump it all in, just a single scoop to symbolize acceptance and moving forward. He took his time scooping up the dirt, holding it over the grave with a tear in his eyes and a weight in his heart, before saying one final phrase and dropping the dirt inside, "All of this beauty comes from you."

Those who volunteered were able to put in their own scoop of dirt. Inko, Izuku, and Peters team of young heroes were first to volunteer for the act, saying a few words out of respect. "Goodbye, my friend," Said Inko as she cried. "I'll miss you, May," Said Izuku as he held his mother. Eventually, the other students of 1-A began volunteering as well, whether they knew her or not. The act brought warmth to Peters heart.

The last and most surprising to take the shovel was Bakugou, who said nothing to anyone as he dumped the dirt inside. Though, when he thought no one was listening, he quietly muttered to the grave "You raised a decent kid."

…

The reception was held soon after in May and Peters home in Queens. Everyone from class 1-A showed up to it, as well as a few others from this world. Harry Osborn still avoided Peter for the most part, mainly because he knew he'd say something he'd regret if he approached him now, and it just wasn't the right time to get steamed with him, not with Mays passing.

Peter stared into the fireplace as it was lit with hungry flames. He could remember the nights they spent here together growing up. May would be knitting; a pastime she adopted despite spending years of her youth saying she never would. Ben would either be reading the news or watching a game on TV. Peter would have brought his science kit downstairs and conducted little experiments. So many memories were made in front of this fireplace, memories that only he now lived to share with others.

The first person other than Kendo to approach him at the reception was Mei Hatsume. It was strange to see her without her signature goggles she always wore, just as it was strange to see her without a smile. At first, she said nothing as she stood there staring at him. He waited for her to speak as he didn't want to be rude. Of course, only he would think it would have been rude considering where they were and why.

When she still said nothing, Peter finally spoke up, "Mei, I-"

The instant his voice was heard, Mei wrapped her arms tightly around him and let her tears stain his rented tux. Never had he actually seen her cry or even get emotional like this. She never even met his aunt, so why was she getting so upset?

Then he remembered how long it's been since they saw each other.

"…You're my only friend," Mei admitted with her face buried into his tie, "You're the only person in school who doesn't try to avoid me and who doesn't think I'm some unstable weirdo. You're the only person I feel happy around, where my smile stops being a mask. I'm not into you or anything, not my style, but I …I wanna be your friend. I want you to be _my_ friend, I want-"

"Hatsume," He stopped her, hugging her in return as he comforted her worries, "I missed you too."

They spent a few more minutes in the embrace, their bodies warmed by the fire just beside them. Even though the hug was more for her than him, it was nice just to have her here; it was nice to have _everyone_ here.

"Are you coming back to the school?" She asked.

Peter broke the embrace slowly with a look of somber, "I um …I don't know, to be honest. I don't exactly have easy transportation from here to Japan."

"You could always move to Musutafu."

"I know …but…"

It was definitely an option he could take. On one hand, he had no family left here in New York to take care of. There was no bloodline tying him down to this place. At the same time, despite making friends on the other world, he still had friends here that he left for so long. He had his job, his life. More than that, he had the city and its people he swore to protect. That's not something he can so easily leave behind.

"Think about it, partner" She offered before leaving him alone next to the fire.

Inko and Izuku approached him next as though they were waiting in line. Inko immediately embraced Peter with tears in her eyes. In all that time Peter spent on the run, Inko and May had grown closer than ever. They had become such good friends that Inko considered her as family. It broke her heart that she didn't even get to say goodbye.

"I'm going to miss her so much …" Inko cried, gasping from the suffocation of her own misery, "She was such a kind soul …"

"She was the best," Peter comforted, "Thank you."

"She was my friend! I loved her so much for everything she was and everything she did! I don't want her to be gone!" She sniffled, "I'm sorry …you don't deserve that …"

"Don't be sorry. Knowing you cared so much gives me peace. I know she cared for you too, Inko. Thank you for being in her life."

As he let her go, Izuku embraced her himself quickly before she fled to speak with the other guests. As her presence vanished, the vacuum was filled by Uraraka and Tenya, both dressed in fancy black clothing for the occasion. It had been so long since the four of them had been together at the same time and they only wished it was under better circumstances. Still, it was nice to see their friend beyond the confounds of a television screen or a newspaper.

"I'm really sorry, Peter," Uraraka said, "I was there the night before she died, with Deku. I know I didn't know her but she seemed like a good woman."

Tenya stood there in silence with his arms crossed. When last they met, it was just after they had fought the Hero Killer, Stain. So much was going through his head at the time. Since then, he's had every day to think about what he felt toward Peter and his actions. In the end, he just couldn't blame him anymore.

"It's good to see you, Parker," He said, trying to maintain respect by using his last name despite being told it was ok not to, "I'm sorry for your loss."

"Thank you, Iida. I'm …sorry for all the suffering I caused you."

"Don't be, I wasn't myself at the time, so let's put it behind us."

Others from the class had taken turns speaking with Peter and offering their condolences. It was nice to talk to them all again, even those he rarely if at all spoke to. Most of them were their only out of respect, wanting to see their friend once more after weeks of lies told by the news. Kendo was the only member of class 1-B who showed up as she was the only one with any connection to him.

As Peter finished speaking with another of his friends, he spotted one more person from 1-A he needed to speak to; Tokoyami, who stood in the corner holding only a cup of water. Of course, he would be the one to hide in the darkest corner of the room, whether it be because of his quirk or if he was actually socially awkward. Regardless, Peter approached him for an overdue conversation.

"Hey, Tokoyami," Peter greeted, "Thank you for coming."

"Of course," He nodded, "It's good to see you again. You look …strong."

"Like I said before; I can't spend all my time moping when May wanted me to be happy."

"That's good, I'm happy for you."

"Yeah …Tokoyami," Peter sighed, "Do you remember during one of our heroics classes when you stopped the fight to let me vent? You told me after that …Peter Parker was stronger than Spider-Man. Back then, I thought you were full of crap."

"And now?"

"…I was wrong. If I learned anything these last few months, it's how wrong I was about myself. I created the Spider-Man persona to be more confident without fear of judgement. I created it to be the person I wanted to be. What I didn't realize is that I didn't need the mask to be that person. I know you and I haven't talked much beyond that day …but I've carried your words with me everywhere," Peter held out his hand, "Thank you, Tokoyami."

He stared at his hand with a smile before firmly shaking it. Never did he think his one act of kindness had influenced Peter so much. Back then, he had seen how much pain Peter was in and just wanted to help ease it with a few words of compassion. It's true what they say; kindness goes a long way after all, "I should be thanking you. You stopped Overcast, after all."

"You taught me that I didn't have to do it alone."

With a shake of their hands, Tokoyami returned to his shadowy corner as Peter roamed around the house, greeting the many guests that came to visit. He would show them objects and mementos, each with a different story behind them. It was surprising to see some of them so tame considering their usual personalities; it was good that they knew their boundaries.

Eventually his social take on the event led him to the kitchen, which was empty save for one person; Doctor Stephen Strange. It was odd to see him outside of his sorcerer supreme attire, dressed instead in a nice black tux. The Eye of Agamotto was hanging around his neck once again where it belonged; the only piece of his attire he kept despite the wardrobe change.

"You look nice," Peter commented, "Didn't expect you to actually wear a tux."

"You know I do wear other clothes, right?" Strange joked, "I'm sorry for your loss. I'm also sorry for putting so much pressure on you in the other world."

"Figured you would remember that, and it's ok. We beat her."

"Still, I figure I should offer you something in return."

Using his magic ability, a short, wide box appeared in his hands. He offered it to the grieving hero and he took it with ease. The box was brown but well-kept with a cover that easily slipped off. Inside, Peter found a few different items. One was a folder with papers sticking out of the side; his name labeled at the top in both English and Japanese. Another was a strange oval rock of some kind, perfectly carved and smooth all around, with a gem stone implanted at the center that looked as though it could be pushed in like a button. He removed the folder first and examined the contents inside.

It was a certificate on top with his name on it, and a signature from a doctor. This was his birth certificate, but something about it seemed off. He's seen his certificate before; he had to show it to Jameson as proof of identity before he could get his job. This one, despite having almost all the same information, looked very different. There were also other items with similar situations; a social security number, Identification Card, school records. It was a folder full of information about him that may or may not have even been true.

"What is all this?" He asked.

"Any and all proof you need to confirm your innocence on their world."

"I mean …thanks, but I don't think I'll be sticking around there. I can't just leave my world behind, you know?"

"You don't need to, that's what that is for," he pointed to the oval rock in the box.

Peter picked it up and examined it, noticing now the runes decorating the surface, "What is it?"

"It's called a gate key," he explained, "Ancient sorcerers once used these tools to travel between worlds. It changes frequencies and allows you to pass between this world and one other of your choosing. I've set it up so that you can move between New York and Musutafu whether you please," he grabbed a piece of paper from the box that looked like a map, "There are only certain breach points you can go through, so you can't just world-jump wherever you want. I've marked all the places on the map for your convenience-"

He was instantly interrupted by Peter's powerful embrace, the box dropped to the ground with the folder still in his hands. This is everything he could have ever asked for! Everything he wished he could have had but thought he couldn't, finally in his grasp!

He didn't have to say goodbye after all.

"Thank you! Thank you! Thank you!" He repeated, "I don't know how to repay you!"

"This is me repaying you," Strange reminded him, "You saved an entire world, after all; you deserve at least this much if not more. You'll be able to travel back and forth for as long as you please, but only between the two cities; that's where the breaches for this gate key are located. Understand?"

Peter nodded as he released the embrace, holding the gate key tightly his hands. A single wave of Strange's hand conjured a string that attached itself to the key, making it into a type of necklace. "Don't lose it," Strange commanded, "It won't break very easily since it is made from very strong material, so don't worry about dropping or crushing it. Your only real worry is _losing_ it."

"I'll be careful."

Peter spent all day thinking this and the dance would be the last time he would ever see his friends; the people he came to call family. Now, thanks to Strange, goodbye was a word so foreign to him, even with May. Though her body was in the grave, her spirit lived on in this house, in this world, and within his heart.

"Peter," He put a hand on his shoulder, "You earned this. You don't owe anyone anything. You fought your hardest knowing that you may not get anything out of it. You have suffered and hurt in more ways than one. After all you have been through, you have _earned_ this. This is _your_ victory, and _your_ reward. Cherish it."

Perhaps a year and a half ago, he would have never believed he could deserve anything. Now, he was a different person. He was a better man. A better Spider-Man.

A better Peter Parker.

…

With the reception over, guests had begun to leave one by one all except class 1-A, who left together. Returning to the graveyard, Strange opened a portal back to the park in Musutafu and allowed the students to make their way through. Kendo and Izuku were ready to pass through, until they saw Peter approach the recently buried grave of his aunt with his hands in his pockets. The young heroes looked to one another, silently asking each other who should take the lead.

Ultimately, Izuku chose to approach him.

"I really miss her," Izuku said, standing shoulder to shoulder with him.

"I miss her too," Peter replied, "But …she's at peace. She's finally with Ben again, and that gives me solace."

In his hand, Peter fiddled with the gate key that now hung from his neck, unable to hold back a grin that built up on his face. The expression Kendo and the others gave him when he told them about it was one he wouldn't forget. Even those who don't know about the multiverse know that this meant he could visit whenever he wanted. This was the first time he got everything he wanted; to protect his city and stay with his friends all at once. Though May was gone, it seemed like she was still watching over him.

"So, what now?" Izuku asked.

"Well …I have to meet with the court at some point to discuss May's will, then I have to figure out my guardianship. Without May …I don't have any immediate family to take me in. Tony is making up excuses for the court saying he's giving me a roof over my head until the court hearing, and he offered to pay for school and insurance. As far as living arrangements go …we'll have to see."

This strangely reminded Izuku of the day they met. Poor Peter was sticking to the wall of the school all alone with nowhere to go. He could have been automatically assigned to the home of another student, but Izuku took matters into his own hands when they were asked. Now, like before, he needed him again.

"Stay with us."

Peter turned his head and looked at him with his eyebrows up, asking for clarification.

"We may have to tell some lies here and there, but we could bring my mom here to meet with the court at the hearing and maybe …we could make her your guardian so you could stay with us? I know that seems kind of sudden, especially after your Aunts funeral, but I …I _want_ you to stay with us. You're our family, and you always will be. I talked about it with mom and she thinks it's a good idea, and _I_ think-"

"Yes," Peter stopped him, "The answer is yes."

His answer was so quick that the once quirkless boy didn't expect it. The shock made him laugh and his eyes tear up at the thought of fully accepting Peter as his brother.

"Don't cry," Peter said, "If you start crying, I'll start crying, and then we'll stain these tux's more before we have to return them and I don't think either of us can afford that."

It should feel wrong laughing right now, especially over May's grave. Yet, there was no sense of guilt. There was sorrow, sure, but guilt was nowhere to be found. It wasn't that they were being morbid, or disrespectful. They knew that this is everything May wanted from him, to be happy and live life as best he could. He hoped that the sunlight shining through the clouds was May smiling on them, proud of all they have accomplished.

After cleaning their faces of tears, Peter examined the gate key closely with his thumb over the gem stone. Strange only briefly explained how it worked but it seemed straight forward. After stepping away from the grave, he held it up and pushed down on the stone. A few yards away, a portal of blue and violet origin appeared like the opening zipper of a jacket, with the park in Musutafu on the other side. Some of his friends were there, waiting for the two boys to pass through.

Staying shoulder to shoulder, the two brothers passed through as the portal closed behind them.

…

A few days had gone by since the funeral was held. Peter managed to get Inko to his world for the court hearing, telling her he was given a 'teleportation device' to America. He decided with Izuku that it was best not to tell her about the multiverse. Her poor heart could barely take the dangers they face in school, let alone the idea of other worlds.

Thanks to Strange, they were able to forge some documents for her, this time with a paper trail to back it up so the court accepted her legitimacy, not wanting a repeat of Peters situation weeks prior. Tony had pitched in to alter some housing records and convince the court Inko lived here in America, all without her knowledge. White lies were necessary to keep her poor heart from giving out.

It took some convincing, but eventually, the court approved of the guardianship.

The last thing to discuss was Mays will, which they took care of soon after. All of her belongings were given to Peter, including the house, which he would inherit upon turning eighteen. Tony promised to pay off the mortgages for the house and keep it vacant for him when the time finally came. Until then, he planned to stay with Inko and Izuku on the other Earth as their family. All of Mays stuff, he decided, would remain in the house until Peter inherited it. It was best it stays at home where it belonged instead of some storage unit; May would have wanted that.

The weekend came quickly, and the dance was happening that night. Turns out it's held once a year mainly for the graduating students, always being sure to be scheduled after exams. He had been preparing for it thoroughly, researching all the correct things to do with the help of his new guardian, Inko. He was attending the dance with Kendo; that was a no-brainer. This was going to be their first real date, and he wanted to do it right. He learned slow dancing, proper etiquette and behavior. They even practiced a bit in the living room while music played from one of their phones. It was the first time that Inko felt peace since Mays passing, feeling as though this was the first step. She promised to take care of him, and she was going to keep that promise.

Like her, Peter had promises he also had to keep.

It was still a few hours before the dance; the true acceptance of a happier life. Before he could do that, however, he had just one stop he needed to make. His quest brought him to the Musutafu prison. Arranging the visitation didn't take long, but many gave him strange looks for wanting to visit her. Most just wanted to lock her up and forget about her, throwing her name in the books and never looking back. He couldn't do that; He promised that he would save her, even if that had to be from the other side of the glass.

He sat down in the seat just as she arrived from the barred gates. While most of the other prisoners came in with cuffs on their wrists, she didn't, mainly because there was no need anymore. How can someone wear cuffs on their wrists if they only have _one wrist_?

He had heard what happened, but never actually got to see it. Now, he couldn't look away as she sat down. Her left arm had been amputated completely off the shoulder with bandages still wrapped around it. The wrapping was bloody, but stable. Her left shoulder could still move for the most part, but there was no longer a limb to aid in its purpose. The look on her face was so defeated, so broken down from the experience.

Everyone told her there would be consequences, and she never believed them.

"Please, keep staring," Said Mayume as she picked up the phone to speak, "That'll make it grow back."

"How are you doing in here?" He asked.

"I'm a villain, how do you think?" She answered with malice.

He couldn't blame her for being so angry, especially after what happened to Koji. A funeral was never even held for him since everyone thought he was already dead. Only a handful of people knew he was still alive, and he never officially resurrected himself publicly. He could only imagine how much rage she was feeling. "I'm sorry, Mayume, for all of this, for what happened to Koji."

"Oh, you're sorry?" She asked coldly, "You're sorry my brother killed himself for your God damn crusade?"

"Mayume-"

"Don't," she stopped him, "I know …I know I shouldn't have taken things too far. I almost broke the world, I see that now. None of that, however, brings back my brother. You got what you wanted, so why are you here?"

He leaned forward and kept his eyes trained on her own, "Because I promised I would save you. I'm going to be visiting you as much as I can, and I hope we can reconnect and …forge come kind of friendship again."

He wanted to be friends again? After all she had done to him and the people he loved? "Why?"

"Because I care about you," he smiled, "And I'm not going to give up on you, even if everyone else has."

Despite how angry that she was, it was nice to hear that. She was being held on remand until her trial, but she knew no one was on her side, not even her attorney. Everyone saw only the villain under the mask, ignoring all her intentions and forging their own point of view. They saw her as a malicious criminal; the next All for One. Never again would they see or even reference any of the good she had done. In this world, someone was either good or bad and no one saw the grey area.

Except for Peter.

"You taught me to see the grey," Peter said, "All your faults, all your mistakes, and you made me into a better hero, a better person. You're always going to be my friend and I am always going to look after you."

"Does that include kicking my ass?" She sassed.

"Yep, royally."

"…Why did he do it?" She asked suddenly, genuine emotion escaping her eyes, "Why did Koji kill himself? Wasn't he happy? I gave him everything he ever wanted."

"It's not that simple," he said sadly, "Putting the risk of breaking reality aside; I think that, in the end, he knew the world you created wouldn't last."

"I would have made it last."

"That's the problem. Once you do what you set out to, you shouldn't have to keep working to stitch it all together. The world fought against you at every turn and you kept going, against your own family's wishes. That is where you went wrong."

"Why couldn't I just have what I wanted?!"

"You can," He remained calm, "But you have to earn it. You don't have to be held down by the memory of your family, but you didn't just betray them, you betrayed yourself. You betrayed your own morals and beliefs for the sake of relieving that pain. Pain, whether you like it or not, must always be a part of us."

The guards signaled for them to finish up, as Mayume had another visitor to speak with today.

"I'll see you soon, Overcast," He put the phone down and stood up, heading out the door without looking back to see her somber expression. She'd be lying if she said his words didn't stick with him. She once believed in saving others first before herself and honoring her family's memory. The power she gained took all that away and she had no idea it was happening. It had taken so long to ask this question, but finally, she did.

Was she wrong?

As Peter left the visitation room, he saw another familiar person walking his way. He immediately recognized her by the rabbit ears on her head, even though she wasn't wearing her Pro Hero outfit. "Usagiyama?"

"Hey, kid," Rumi greeted, with a weak wave, "What're you doing here?"

"Visiting Aihara."

"Same …how is she?"

It was nice to see despite all that happened, he wasn't the only one who still cared for her, "In need of a friend," he answered.

She smiled warmly to him and patted his shoulder as she moved toward the door, "By the way," She spoke quickly, "You've got a paparazzi out there for you."

He didn't know exactly what she meant until he opened the doors of the front entrance and found he was greeted by constant flashing lights and loud voices. Dozens of reporters from different news outlets were hounding him at the steps with cameras, dictation machines and notebooks. Everyone was asking him a thousand questions a minute and he couldn't keep up with anything they were saying. This was never something he thought he would encounter as Peter Parker, but he had to remember his secret was no secret on this world.

"Please!" Peter shouted, "How can I answer your questions if I can't hear myself?!"

Slowly, everyone finally calmed down.

"Thank you. One at a time please, and calmly. No need to be barbaric."

"Are you still acting as a vigilante?" One reporter asked, "Have the police cleared you of your charges?"

"I talked it over with the police and explained everything. I was working a case for Pro Heroes back home and was told not to blow my cover under any circumstances. With the approval of Pro heroes now known to the police, I have been cleared of my charges under the condition I don't do hero work in Japan."

"Did you know Overcast was a super-villain before the public did?"

"…Yes," He said truthfully, "Though I only found out after my arrest was put out; there was nothing I could do."

"Do you have any comments about the group Lumina was leading?"

"I …I know that some of them have gone off to work with the League of Villains, but we don't know their current whereabouts."

He saw them writing things down, interpreting his words in their own way. It was so obvious they were trying to manipulate him into saying whatever they wanted him to for the sake of making people tune into their articles and stories. That's just something he couldn't stand for.

"She isn't a bad person," He stated, "She lost everything and suffered so much, and it made her do horrible things. She had to be stopped in the end, but no one is beyond redemption. Just because you are a villain doesn't mean you're so far gone that you can't be redeemed. The point of prison is to reform them, not punish them just to cast them out once they've served their time. There is a grey area that I really hope you call can eventually see."

Ignoring the remainder of their questions, he moved past the crowd and left as quickly as he could.

…

The night came in spite of the city's impatience. Inko had offered to drive the boys to the dance, but only Izuku had accepted. He unfortunately didn't actually ask anyone to the dance, instead saying he, Iida and Ochako were all going together. Perhaps that was just his way of asking Uraraka out without directly doing so. As for Peter, he instead made his way on foot, making the pit stop at Kendo's house. The last time he was here was when she brought him here to tend his wounds; It felt like that was so long ago.

As he approached the door, he double and triple checked to make sure everything was in order. He had a small box with a corsage inside, picked from the flower shop especially for her. He couldn't stop his accelerated heart rate no matter how he tried to control his breathing. Despite this, he knocked on the door. Finally, they could have a normal night together. No villains to fight, no worlds to save, no wars to fight and no doomsday to stop. Just two people and a dance.

And a room full of other dancing people.

With loud music.

And loud people.

Perhaps he didn't think this through.

When she had opened the door, any and all doubts had been completely erased. Her hair was beautiful and shiny, sparkling from the light inside the house. Her eyes were like a pool he could dive into, glowing from the moons borrowed light. Her dress was a shade of green similar to her hero costume, hanging all the way down to her ankles. She gave him a look that made his heart jump and blood rush to his cheeks. His entire body suddenly felt hot and not even the cool night air could quench it.

"You look handsome," She complimented, "How about me?" She twirled side to side to show off the dress.

"You too—I mean that as in you also look good! I'm not saying you're handsome—Not that you're not!" he stuttered, his cheeks burning even further out of embarrassment, "What I mean is that …you look beautiful, Kendo."

She blushed, stepping closer and taking his hands, "You can call me Itsuka from time to time, you know."

As if he couldn't get any redder. Calling someone in Japan by their first name was only socially acceptable if you either had permission from them, or if the environment was casual; It was best used for people who are extremely close. That was a rule he often forgot and called people by their first name most of the time, which sometimes spread to his classmates. This, to him, meant a lot.

"I um …brought you this," He showed her the corsage, "It fits on your wrist. I don't know if corsage's is something you do here but-"

"I love it," she took the box into her hand, opening it and putting the flower around her right wrist, "Ready to go, you tomato?" She joked, "Don't worry, I'm not expecting a limo or something."

"Would you have _liked_ a limo?"

"Yes."

"Well darn, I did not bring a limo."

"What did you bring?"

"Me."

"You?"

"Me~" His word dragged as he rolled up his sleeves, revealing his web shooters. They were his original models previously taken by the police department, now returned to him upon clearing him of his charges.

She eagerly wrapped her arms around his neck as he held onto her by the hip. Their bodies clung to each other tightly as she quickly shut the door before Peter leaped into the air, shooting a web at the closest building and swinging away.

The wind against her face was a feeling she missed so much. Every second felt like another shot of adrenaline as she got butterflies in her stomach with each swing. She could fall at any point, but felt no sense of danger with her body so close to his. His warmth gave her comfort and safety as her head rested on his shoulder. He made sure to swing slowly so her dress wouldn't flap around. She didn't mind it; it let her enjoy the moment for as long as possible.

They landed in front of the school, still holding onto one another. He looked into her eyes and immediately he fell in love with how they twinkled in the light of the moon. There was so much fire and passion in those eyes inviting him to look forever into them. He never wanted to stop looking at her for anything. He wanted to lean in and make his move, but he wanted to wait until they were under better lights, surrounded by beautiful music.

"Ladies first," He offered his hand, and she took it while posing as a proper lady. The impression made him laugh as they walked in together.

The dance was being held in a large gymnasium, decorated with lights, streamers and balloons from every color of the rainbow. There was a stage where a DJ station was set up, led by Pro Hero and teacher Present Mic. He looked more than excited to be hosting the music for the dance, currently playing something fast and uplifting. Half the students were dancing while the other half conversed with one another. Everyone from each class of every year had shown up, save for those who were too socially awkward. Once upon a time, that used to be him.

"Nervous?" Kendo asked, seeing the sweat dripping from his forehead as he wiped it.

"I've never been once for dances. Never had anyone to go with before, anyway."

"I've got you," She held his arm tightly, calming his nerves.

A loud, high-pitched voice called out his name, and he found Mina Ashido shouting for him from the other side of the room. His team and their dates were standing together by the punch bowl, each dressed in something nice and fancy. The duo made their way over to greet them.

The others of the group were Momo and Shoto, who awkwardly glanced at each other every once in a while; Peter wondered which one of them asked the other here, or if it was a mutual decision. Izuku was here with both Uraraka and Tenya, though it was obvious who his real date was. Jiro, however, seemed to be here by herself. Strange, he expected she'd take Kaminari or something.

"You look fancy!" Mina exclaimed, twirling around in her dress, "How do _I_ look?"

"You look really nice," Peter complimented. When Kirishima joined the group and handed her a cup of punch, Peter couldn't help but grin, "This your date?"

"Don't be hating, dude!" Kirishima scolded, "That ain't manly!"

"I'm just teasing. You guys look great."

"How are you doing?" Todoroki asked with his hands stuffed in his pockets, "Your aunts funeral wasn't that long ago …"

"I know …but she wanted me to be happy," He exhaled, "So, this is me, honoring her final wish. Her death is always going to be sad, but …I'm more at peace than when my Uncle passed. I got to say goodbye."

Shoto always knew Peter had a hidden strength within himself. He had seen it grow for a while now. He wanted to be happy, but the world always fought him on it. His aunt gave him permission to move on and be happy, something he never got with his Uncle. Perhaps he could learn a few things about acceptance from Peter. "I'm happy for you, Parker."

"Ah, so we're last naming."

"Oi!" Mina scolded, "You got us into the stupid first name habit and its confusing a lot of the time! Stupid conflicting traditions are …stupid!"

The group laughed, drinking their punch and enjoying each other's company. No one was brave enough to start dancing as of yet. Being here with them brought joy to Peter. Seeing their faces reminded him of why he should live his life as best he can. He made a promise to May, and he was going to keep it. He had earned this, after everything.

Peter briefly parted from the group to grab some punch of his own, but someone else was already there. Bakugou was dressed in a fancy black and red suit, though he hadn't bothered to do anything with his hair. He stood there drinking as Peter filled a cup with punch. They hadn't ever really had a conversation, but Peter felt there were a few words that needed to be said.

"Listen, Bakugou," He began, "I know you and I don't _exactly_ see eye to eye, but I wanted to tell you how much I appreciated you coming to the funeral. You probably didn't wanna be there, but I appreciated it all the same."

Bakugou scoffed, "Yeah, well …Just doin' what you said."

Peter tilted his head in confusion. Before Bakugou walked away, he turned his head to him, grinning and said "Didn't overstep," before leaving the punch table.

Even Bakugou could change. Who knew?

He looked around at the staff for the party. Due to recent events, they thought it was best to have some Pro Heroes on guard duty. The only one to volunteer was Mt. Lady, who really just wanted an excuse to go to a party. Normally parties like this weren't her style, preferring something with more alcohol, but this was a special occasion. She wanted to support the young heroes that fought to protect everyone, especially Peter, who she came to see as a good friend.

"Mt. Lady," Peter greeted her as he approached, "You look …different."

Unlike the other heroes, Mt. Lady was dressed in a nice purple dress with lipstick, "Thought I would dress for the occasion, and please, It's Takeyama when I'm out of costume."

"You bring a date?"

"Technically, I brought him," She pointed to the other side of the room where Kamui Woods was guarding the door, "Doesn't really count though."

"I ship it," Peter joked, his face freezing in self-pity soon after, "And I regret using that phrase. Mmhmm."

She laughed, "It's good to see you happy. I'm glad your safe after all that."

He returned the sentiment by quickly giving her a hug. She hadn't expected something so genuine and kind, but she returned the gesture none the less. She never acted this way toward anyone; so _normal_. She always used her beauty to get what she wanted, and charmed every man she met. Yet, she treated Peter differently. He made her realized what she actually wanted more than a man to fall in love with. More than anything, deep down, she wanted a child to care for, and raise as her own. She wanted to be a mom; to have a kid look up to her and aspire to be here not because they were a fan, but because they were family.

"I never wanted to attack you, after you saved that building," She confessed, "I wanted to reject their orders."

"I know," he said, "You know ...everyone see's you as the popular high school girl who never got over it."

"Ouch."

"-But there's so much more to you than that. I really hope people can see it one day."

"Aw, you sweetheart!" She rubbed his head with a wink, "Now go have fun. I saw that girl you were with, and you should go give her attention."

He nodded with a chuckle and left her to enjoy the dance.

Meanwhile, Momo had chosen to sit down for a little while, and Kendo joined her at her side as they both waited for their dates to return. They had been through so much together, yet it was hard to find the right words to give one another. Both of them are considered the women who keep their classes in check, preventing them from doing the stupid things they are always inclined to do. Never did they think they would bond the way they have. After all of this, Kendo wondered where she stood with everything.

"How are you doing?" Kendo asked.

"I'm …good," She said, "I was paired with Todoroki for the exam and we passed. He …was kind. Working with him really helped with what I've been dealing with."

"That why you asked him to the dance?"

"He asked _me_ , actually."

It was good to see Momo's confidence slowly coming back to her after her crushing defeat at the festival. She had watched her break down in both this and the other world, destroyed by her failures. Now, though, she was finally beginning to recover from her self-inflicted torment. She deserved to be happy just as much as the rest of them.

Kyoka approached the two girls sitting together and handed them both a cup of punch, "Are we being depressed over here or no? I've got experience with that," They took the cups and thanked her as she put a hand to her hip, pushing on it.

"Where's your date?" Kendo asked.

"Don't got one. Kaminari asked me, but I said no."

"Aw, I thought you two were cute."

"Yeah …I'm not looking for a relationship right now, or even a date," She brushed her hair aside, "I need to focus on me for a little while."

"I respect that."

Unknown to the others, Peter had stealthily made his way toward Present Mic at the DJ's stage and requested a song. Present Mic seemed disappointed as it wasn't fast or upbeat like he enjoys. Still, he knew everyone was expecting something different eventually, he just hoped it wouldn't happen so soon, wanting to enjoy the fast and loud tunes. With a few clicks of a keyboard and some sound adjustments, a song began to play at his announcement.

It was slow, with a gentle piano and violin, and a flute to support the words sung by a young woman. It was the same song Aunt May had Peter listen to growing up; the one that saved his soul from many different situations. It was slow and beautiful, full of whimsy that spread to the many dancers. Present Mic announced the song as "Beauty in Change". Those who came with dates began to slow dance romantically with one another. Even Todoroki got the courage to approach Momo and say "Would you like to dance?" though rather awkwardly. She gladly accepted his hand with a blush on her face redder than his hair.

Before making his way to his own date, Peter found his way to Izuku and gently nudged him, gesturing to Uraraka a short distance away.

"I can't," Izuku argued.

"Yes, you can," Peter retorted.

"I don't wanna!"

"Yes, you do!"

"Peter!"

"Pretty please?"

Knowing his brother wouldn't give up, Izuku eventually gave in.

"Uraraka?" he asked nervously, "Can I uh …have this dance?"

She was just as awkward about it as he was, she had a nervous but genuine smile as she took his hand with blood-filled cheeks, "Ok," She said, regretting she didn't use a better phrase as they moved to the dance floor.

Even Kirishima had built the courage to ask Mina to dance with him. He had been practicing at least an hour a day since their conversation at the baseball field that one night; the night their hearts connected. She said yes immediately and teased him about his skills, contradicting her words with how clingy her body was to his own.

Finally, Peter came up to Kendo who was still sitting in her chair. He straightened his tie right in front of her and offered his hand, "Itsuka," he said, taking her offer to use her first name, "Will you give this gentlemen the most honorable pleasure to dance with such an exquisite young woman?"

She chuckled that he was trying to be so formal, but gladly accepted his hand as he lifted her out of the chair, "Can you even dance?"

"I practiced in a living room for two hours."

"Good enough for me."

Slowly, he led her onto the dance floor and found an empty space to stand in. He followed the steps exactly as he practiced, though hesitant with each movement. First, he held his left hand with her right and lifted it up, then placed his right hand on her hip as she placed her left on his shoulder. He straightened his back and rolled the nerves out of his shoulders. His eyes darted to his feet and checked to see if they were positioned correctly as not to step on her toes. That's the last thing he wanted to have happen.

"Hey," She cooed, gently nudging his chin upward, "Eyes on me."

He quickly shivered from excitement by just looking at her, and they began to dance with one another.

The world seemed to go numb and silent as they danced, moving back and forth and in circles to the music. He spent most of the first verse of the song constantly thinking about his every move, looking between her and his feet. Though, each time he looked at her, his eyes stayed for just a little bit longer, until they were locked there forever. His breath became heavier as she smiled at him, the makeup she wore making her skin glow with her beauty. The music no longer came from the outside, but rather from in his chest, and it followed the beat of his quickened heart. A heart that he now shared with someone else; with her.

She placed her head on him as they swayed, and he rested it against her own. The distance between their bodies was now nonexistent as they were chest to chest. His muscles relaxed from their tension as they felt her come in contact with them. For small moments there was no sound, no ground or sky or even air. It was just them and nothing else. Nothing else mattered beyond the look she gave him every time their eyes met.

"Itsuka …" He gulped, feeling the nerves build back up again, "You've been there for me from the start, even when you didn't agree. You've protected me, accepted me and given me what I never thought I could have."

"And what's that?" She asked, looking deep into his brown eyes.

"…Love," he took a deep breath, "Because I …I'm pretty sure …" he laughed nervously, "This is always the hard part, you know? Actually, saying the darn thing is so difficult because I've never actually had to say it before nor did I ever think that I was going to be able to-"

"Peter."

"-I love you," He spat out, wincing when he did, "I …I love you, Itsuka Kendo."

Her heart skipped several beats as her chest became heavier, unable to stop smiling giddily. She released her hands from their positions and held his cheeks which were warm to the touch. A thousand words she could say to tell him how she felt, and only three of them meant anything, "I love you, Peter Parker."

Finally, neither of them could hold back anymore.

They leaned in at the same time and pressed their lips upon one another. Her kiss was soft and warm from the heat of her cheeks, and his was all the same. They expected the kiss to be short and they would part soon after, but they held on, only taking a second to come up for breath. It was like the world melted around them into a pool of bliss and happiness. Every cell in her body wanted to be close with his. So much had led up to this moment, and neither of them could let it end so easily as they held each other closer, happier than either of them had ever been.

Finally, the kiss parted, and they rested their foreheads upon one another, smiling and laughing from the pure rush of emotion. They couldn't help but steal a few quick kisses from one another as they continued dancing, reverting back to full lip contact every once in a while.

This is where they knew, finally, that this was going to work.

When the song had come to an end, Kirishima immediately pulled Mina off the floor and toward the photo shoots that were set up in the corner. He pulled out his wallet and paid for multiple people, which confused Mina since there was only two of them.

"Yo!" he called out to the dance floor, aiming his voice for specific people, "Group photo!"

Most of the students ignored him. The ones that did join him for the photo were Momo and Shoto, Izuku and Uraraka, Tenya, Kyoka, and Peter and Itsuka. They tried their best to position themselves properly to fit the frame of the camera, with Izuku, Uraraka, Itsuka and Peter taking the floor while everyone stood behind them.

As everyone gathered, Peter looked to each of them. There was a story he shared with them all, big or small; stories he will tell for the rest of his life. They touched his life in ways he never thought were possible, yet here he was, a better man than he has ever been. These people were more than his friends. They were his family; the people he loved and will carry with him for as long as he lived. It was in this moment he realized May was right; he was going to be ok. This chapter of his life was over, but the story still had more to tell.

Even though she was gone, he was never going to be alone ever again. Now, he had his friends; his family.

All this beauty comes from them.

 **THE END**


End file.
